Futanari Lucy
by snakebit1995
Summary: Adorable Fairy Tail mage Lucy has a secret, she is a futanari. Follow her as she struggles to keep her desires in check. Contains Lemons with some slice of life thrown in here and there. Includes Lucy X Fairy Tail Girls (Erza, Mira, Cana, Levy, Etc...) Story includes- Pregnancy, Gender Bender, Breast/Butt Growth, and light domination
1. Chapter 1: The First Girl-Cana

_Italics indicate thinking._

**This is a Futa story. It starts right before the Oracion Seis arc.**

**Also my first attempt at lemons so…hope it's okay.**

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><p><strong>Lucy's POV<strong>

I'm Lucy Heartfilia and I'm a Futanari. I layman's terms I'm a girl with a penis and balls. I keep it a secret from the others in Fairy Tail; I don't want to freak them out. It gets kinda difficult with them always sneaking into my house but I manage. I swing both ways so it's difficult to keep little Lucy in check when I'm at the guild and the girls are around in their skimpy clothes or stay dry when Gray shows up naked, he's small compared to me BTW. When I get hard I can get about 10 inches.

I had managed to keep it a secret from everyone till Fantasia when someone found out. We were parting after the parade, there was a lot of drinking involved but I kept myself in control.

"Lucy."

"Yeah Mira?'

"I know this is a lot to ask but can you take Cana home? She's had a few to many." Mira said.

"Oh sure." I said "I'll just take her to my house for the night."

_I can keep it in check till she leaves._

"Come on Cana, Lucy's gonna take you home" Mira told her.

"Hey~ Lucy. Let's go have fun at your place!" Cana slurred

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><p>I opened the door and dragged the half-awake Cana into my house.<p>

"Work with me here Cana."

Cana swayed back and forth against my shoulder. Her hand rubbed against my shorts and sent a shiver up my spine.

_Keep it together Lucy._

I dropped Cana onto the bed and sat in my desk chair.

"Your bed is so comfy!" Cana cheered.

I looked at Cana as she flopped around on the bed, her large breasts jiggling with every movement.

_I forget their so big sometimes._

I swallowed hard to try and keep my composure "Calm down Cana."

_I need a cold shower._

"I'm going to shower Cana."

I went into the bathroom and locked the door. I stripped and looked down and saw I was rock hard.

"Crap, it hasn't been this bad in a long time." I turned on the shower and hopped in.

I was nice felling the water run down my body. The liquid cascaded over my breast. I washed myself off. I ran my hand over my large breasts and squeezed.

_Sometimes these things get in the way but I like having them…kinda like my dick, it gets in the way but it makes me unique. I've never used it but still._

I felt myself thinking back to Cana and how she looked laid out on the bed. The way her large jugs bounced and wobbled. I looked down and saw I was hard again.

"Ugh you're just begging to be taken care of huh?" I said.

I reached down and wrapped my hand around my cock and started stroking. I thought about all the girls in the guild and the way they turned me on. The Miss Fairy Tail contest gave me a lot of material.

_Erza…she's so stern yet sexy._

_Mira…so sweet and mature._

_Juvia…I liked her more with curls but that new outfit is great._

_Levy…wrapped up in that tight little package, what an ass._

_Bisca…she's a real sleeper amongst the other girls._

_Even that bitch Evergreen…Those glasses._

I felt the surge coming.

"Haaaaa! Fuck!" I opened my eyes and doubled over as stream after stream of cum shot out.

The orgasm rocked my body and I had to hold the wall to regain my composure.

"That was a big one…"

I finished cleaning up and turned off the shower and stepped out. I stepped out of the shower and realized I had made a grave mistake.

"Crap I forgot to bring clothes, I only have a towel."

I wrapped myself up and slowly stepped out into my room and made my way to the closet.

_I just hope Cana's asleep; the towel barely covers my dick._

I looked over at the bed and Cana was lying out and her bikini top had slipped off. Now she was on the bed in just her jeans.

_OH COME ON!_

I picked up my pace to get to the closet when Cana spoke up.

"Wow I must be really drunk…" She said "It looks like you have a penis."

"What no!"

Cana sat up and her boobs bounced around, I felt the blood rushing to the wrong head.

_No stop._

"And now it looks happy to see me~" She cooed.

I looked and saw I was hard again.

_Didn't I just take care of you?_

Cana stood up and came over to me "That's kinda hot." She said as she pulled my towel off "Damn Lucy you are stacked. A rack like this and a dick like that. By the way, I'm not that drunk."

Cana came close and kissed me. I resisted and she kissed harder till there was nothing I could do to fight back. I started battling with her lips and mine.

"Cana we shouldn't…" I moaned.

"Just relax Lucy, let me take care of you." Cana said kissing my neck.

"Ahh." I moaned as she nibbled at my skin.

She squeezed my left breast "Damn these things a huge. How big are they?"

"They're F cups…AH!" I said gasping as she bit my nipple.

"And here I thought my DD's were big."

Cana pushed me back onto the bed as she sucked on my breasts.

"Cana~" I moaned her name as she sucked.

My dick felt painfully hard as she ravaged my breasts. I reflexively thrust my hips forward and my dick's head bumped into Cana's still clothed butt.

"I see someone wants some attention." She said straddling my hips, she reached back and squeezed my balls, which were sagging from the weight. Cana stood up and unbuttoned her jeans. She turned around and showed me her large butt as she pulled them down. I unconsciously licked my lips at the sight of her Blue lace panties.

Cana kneeled in front of the bed and wrapped her hand around my dick "Have you always had this?"

"Since I was born." I gasped as she began stroking.

"Who else knows?"

"No one…just my parents."

Cana licked up the shaft and I groaned "Fuck Cana."

"Yeah I like that dirty mouth."

She flicked her tongue across the head and the put a few inches in her mouth and began bobbing up and down.

_This feels amazing!_

Cana kept taking more and more of my girth into her mouth. I looked down and saw she had her free hand in her panties and was fingering herself.

"Come onto the bed." I told her.

Cana climbed up onto the bed and I turned her so he butt as facing me. I slipped her panties to the side and licked her pussy.

_All those Novels Erza lent me sure are good tutorials._

"Ohh! Lucy! That's amazing!" Cana moaned as she stopped sucking for a few moments only to let my penis back into her mouth.

I kept licking at Cana's snatch and she kept sucking with her warm mouth. That was when I felt the rush coming

"Cana I'm gonna!"

"Me too Lucy just a little more!"

I felt my balls contract and start to shoot.

"CANA!" "LUCY!"

Cana's pussy squirted all over my face. I licked some of it off.

_It taste…good._

Cana turned around and showed me her face. Some cum had gotten in her hair and on her face.

She liked the little by her mouth off "Yum." She took some more off her face with her finger and offered it to me "Come on taste yourself."

I slowly moved forward and Cana put her finger in my mouth. I really did taste delicious a little salty but good.

I licked my lips and Cana spoke.

"You're still hard!" she said surprised.

I looked down and saw I was. Cana slipped out of her panties and straddled my naked hips.

"I've never done that before Cana." I said.

"Neither have I." She revealed.

"You're a virgin?" I asked.

"Yeah, I may be a drunk but I'm not a whore." She said "But I'd be happy to have you as my first. We already came this far…"

Cana started lowering herself onto my rod slowly. She moaned as I slowly impaled her.

"Ugh!" I groaned at the tightness "Cana."

Cana leaned forward and kissed me "Do it quickly…"

I obliged and thrust my hips quickly breaking her Hyman in one thrust.

"GAH!"

"Cana!"

"I'm alright." She said "It was sudden was all."

I sat inside Cana for a while giving her time to adjust.

"I'm ready." She said gyrating her hips.

Cana started bouncing up and down on my dick. Our hips made clapping noises as they collided.

_This feels amazing!_

"Ohh! Cana this is great."

"You're so big Lucy! You're filling up every inch on my virgin pussy!"

I pushed Cana over and took the initiative and started thrusting into her.

"You're so tight." I told her.

"More Lucy! I want more of you girl cock!"

I could feel my balls slapping against Cana's large ass with every thrust and our breasts smashing together as we kissed.

"Ohh Fuck I'm so close!" I moaned.

"Me too, cum with me Lucy!" Cana moaned with me

I could feel the orgasm coming and started to pull out when Cana wrapped her legs around me.

"Cum inside me Lucy! It's safe!" she said

"Lucy I'm almost there!"

"Alright." A few thrust later "Cana I'm Cumming!"

"LUCY!"

I felt the sperm spew my cock and start to fill Cana up. I groaned as the milky liquid flooded her womanhood.

A few seconds later I finally pulled out. Cum leaked out after my penis left Cana' warmth.

"Cana…that was…Wow."

Cana kissed me "That was great." She leaned her head on my breasts "Your amazing Lucy. I want to go again but I'm too exhausted."

"Me too." I said drifting off to sleep "We'll talk in the morning."

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><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**This was my first Lemon, I hope you enjoyed it. This story will include almost all the girls in the guild (I don't know what to do about Wendy.) and some of the guy (I have an idea about gender bending them) Future chapters may include but are not limited to- Pregnancy, Gender Bender, and Breast/Butt Growth. Maybe some domination? **

**Lucy will be the only Futa in this story.**

**I don't know when this story will update (probably when I feel like writing a lemon/once a week.)**

**It will mostly be lemons with slice of life thrown in here and there.**

**Till next time.**


	2. Chapter 2: The Long Night-Erza

_Italics indicate thinking_

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><p><strong>Lucy's POV<strong>

_I feel so warm….last night was amazing…_

I opened my eyes and looked around but didn't see Cana, then I felt a shiver of pleasure rock my body. There was slurping noises coming from beneath my sheets. I threw them back and revealed Cana was giving me morning head.

"Cana!"

*Slurp* "Morning Lucy I saw you were asleep but part of you was wide awake." Cana went back and sucked harder.

"Hmmm. That feels great." I cooed as she bobbed her head up and down. I ran my hand through Cana's hair and pushed her down a little "You make my cock feel so good."

Cana made gagging and slurping noises as she sucked my dick. She took the meat out of her mouth and licked the shaft.

"Come on cum for me Lucy, I want your seed down my throat." Cana put my balls in her mouth and licked my pussy.

"God! Your mouths so warm."

Cana took my balls out and squeezed them with her hand before putting my cock back in her mouth. She sucked a few more times before I felt my orgasm coming.

"Cana I'm gonna! AH!" I put my hands on her head and forced her to swallow all of my cum.

Cana struggled to keep all the white slime in her mouth. After about ten seconds I finally stopped cumming. Cana looked up and had sperm dribbling out her mouth.

"Yum" she licked her lips "Thanks for breakfast." Cana got out of bed and put her panties and jeans back on.

"Are you going?" I asked.

"Yeah I've got a job to go on." She said tying her bikini top "Last night was great Lucy. I'm a little sore but it was worth it, you were amazing"

I blushed at her compliment "Thanks it felt weird I've never done anything besides jack off with this."

"So you were born with it?" Cana asked.

"Yeah." I explained "And you're the only person who knows I have it."

"Don't worry I'll keep your secret." She said "I'd love to talk more but I gotta run." She walked up and kissed my cheek and whispered "We should do this again some time."

I watched Cana's butt jiggle as she let herself out.

_Last night was amazing. If that was what Cana was like I wonder how the other girls are. I wonder how they'd feel about finding out my secret. Do I wanna go after more of the girls from the guild? What about boys?_

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><p><strong><em>A Week Later<em>**

About a week passed after my amazing night with Cana. We hadn't done anything again yet but she did talk to me at the guild.

"So Lucy now that you've gotten your dick wet are you gonna use it on some other people?" Cana asked "I don't mind sharing."

I blushed "I'd be lying if I said I hadn't thought about it."

"Well then just do it." Cana said "Everyone here is your friend no one will judge you for what's in your pants. Pick a girl and go get that pussy!"

"Don't be so loud!" I said calming her "It's not that simple, I can't just walk up to…I don't know Erza, and say 'Hey let's fuck'"

"Why not Erza's a naughty girl, look at those books she reads. I bet she'd be up for trying the real thing."

_I can't help but imagine Erza riding my big cock and screaming out my name._

"Earth to Lucy." Cana shook my shoulder "You there?"

"Oh yeah sorry just got lost in thought…"

"Lucy I have a question."

"Yeah Cana." I said looking at her.

"I know we fucked but, are you a lesbian?" she asked.

"Kinda. I'm bi." I explained "I've never been with a man but they do turn me on."

"So who turns you on?" she asked slyly "Natsu?"

I gulped.

"Ohh he does." Cana smirked.

_Natsu…pining me against the wall and taking me from behind. Him plowing my pussy and making me scream his name while my cock and balls flop around….UGH YES!_

"Hey Lucy!" the man in question said sitting next to me.

"Natsu!"

"Something wrong?" he asked.

"No." I said standing up "It's late I should get going."

"See you tomorrow." He yelled.

"Bye Lucy." Cana added with a wink.

I was making my way out of the guild when I bumped into Erza.

"Oh Lucy."

"Hi Erza." I said quickly.

"Are you sick? You're all red." She said.

"No I'm fine, just a little tired is all."

"Nonsense you look ill."

"I'm fine Erza."

The woman grabbed my arm and pulled me into her armored chest.

"Ow"

"You're coming with me." She said pulling me out of the guild.

"Erza I really just want to go home and go to bed."

"You're sick Lucy. You'll be staying in my room at the girl's dorm so I can keep an eye on you."

"Erza please!"

"No buts!"

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><p>Erza had refused to let me leave and forced me to stay in her room that night. She lent me pajamas, just shorts and a tee-shirt. After forcing me into the bed Erza Re-quipped into her pajamas, a tank top and shorts like the ones I was wearing, and climbed into bed.<p>

"Erza. I can sleep on the couch."

_Please let me. The tank top I too reveling._

"No Lucy you are my guest and you're sick. The bed's big enough to share."

Her king size bed was large. The two of us both had plenty of room, a foot or two between us.

Erza tuned off the light "Goodnight Lucy, feel better in the morning."

It didn't take long for Erza to fall asleep. I had difficulties getting to sleep. Partially because it was an unfamiliar bed and the second was because Erza was only a foot away from me. The way her large breast were squeezed into the tiny tank top, or how her hair fell on her sleeping face, and her plump lips just inches from my face. All of these factors contributed to the raging hard on that was keeping me awake.

_This thing just won't calm down, come on I want to sleep!_

I looked and saw Erza appeared to be fast asleep.

_I'm taking a huge risk here…_

I reached down and moved my shorts and my boner sprung free of its confines. I wrapped my hand around it and started to rub one out.

_If I can just relieve this maybe I can fall asleep._

I bit my lip to keep my moans to a minimum as to not wake Erza. I looked over and Erza's body just inches away.

_At least I have something to look at._

I kept jacking off and I felt my orgasm cumming as my hand jerked up and down.

"Hmmmm…!" I brief moan slipped out as the ropes of thick semen shot out of my cock.

I looked over and Erza moved in her sleep but then settled back down.

"Phew…"

Then Erza opened her eyes "Lucy?"

I just sat there, with my hand wrapped around my cock.

Erza eyes moved down "What!"

I slapped my free hand over her mouth "Not so loud."

I moved my hand "Lucy is that…"

"A penis, yes I have both male and female parts okay. I was trying to keep it a secret but I couldn't help myself."

Erza looked down at her body and then at my hard on "I did that?"

I blushed "You're very pretty Erza."

"It's like something out of one of my books…can I touch it?"

"What?!"

"Please Lucy."

"I don't know Erza… Okay but be gentle it's very sensitive."

Erza poked at my penis, which was still covered in cum from my personal time a minute ago "It's so…large."

"I guess I'm just blessed." I joked "Big boobs, big balls, and a big dick." Erza squeezed my penis and I gasped "Erza not so rough."

"This goo on it…is this semen?"

"Yeah I had just finished taking care of myself when you woke up."

"I didn't realize it was this sticky." Erza said pulling her finger back and having a trail of cum pull back with her finger.

I felt my breaths getting shallow as Erza poked and pulled at my male parts.

"Okay Erza I think that's enough."

She didn't answer she just kept touching.

"Erza stop I'm gonna…Ahh!" I started cumming again at cum shot into the air and landed on Erza's breasts.

She looked down and her breasts "It's so warm."

My chest was heaving up and down as I tried to catch my breath from the last orgasm.

"I'm sorry Erza it wasn't on purpose."

"No it's fine." She looked at me "It feels good."

We sat there for a second and I slowly moved closer to Erza and whispered her name. I rubbed my hand over her arm and placed my lips over hers. Erza didn't put up any resistance and kissed me back.

"Lucy…" Erza moaned as I broke the kiss.

"Erza…" I placed my hand over her right breast and played with her nipple through her shirt "I want you…"

"Take me then." Erza said "Make me feel good, like in the stories."

I sat up and moved Erza so her butt was facing me. I rubbed my hands over her sizeable butt and slowly moved her shorts and underwear down.

Her pussy was already soaked "Damn Erza you dripping."

"Please Lucy." She said wiggling her butt in the air and turning her head to face me.

I moved myself close to her entrance "Erza this might hurt a bit." I slowly slid myself inside Erza but was surprised to find she had no hymen "Erza…you're not a virgin?"

"I am." She moaned "It broke in battle a few years ago."

I pushed in a little deeper into Erza and let myself get comfortable.

_She's tighter than Cana._

Erza started moving back and forth sending pleasure through my body. I started matching her movements with my own thrusts.

"Ha…ah…ah…Lucy this feels so good." Erza moaned.

"You're so warm Erza. My dick feels great inside you." I told her.

I gave Erza a smack on the ass and she gasped "Lucy!"

"Not so loud Erza you don't want the whole dorm coming in here."

With each thrust Erza moaned more and more. My boobs jiggled with every movement making me feel even better. I leaned forward and stood on the tips of my toes while a rammed into Erza's amazing snatch.

"Lucy! It's so good!" Erza groaned "It's better than the books made it sound. The thickness…Ugh! Destroy my with your cock!"

"My pleasure." I said moving my hips even faster "You're mine now Erza. This pussy is mine and no one else's."

_What am I saying? I can barely control myself._

"Yes Lucy. I'm you bitch. You can fuck me whenever you need relief!"

I thrust into Erza a few more times "I'm close Erza just a little more."

My balls smacked into Erza's thighs a few more times "Here it comes! ERZA!"

I started cumming in Erza's amazing pussy and filling her full of my cum.

"Lucy! It's so good! So warm!"

I shot a few more ropes of spunk into Erza before I pulled out and flopped on the bed next to her. My breasts bounced around as I hit the bed. That was when I realized Erza hadn't taken her shirt off while we were having sex.

_I wanna see those jugs._

"Take your shirt off." I told her.

Erza obliged and I got a view of her large globes.

"How big are these things?'

"E" Erza answered.

"Not as big as me but large nonetheless." I moved Erza down towards my penis "Use those wonderful breasts of yours."

Erza wrapped her breast around my limp cock and started mashing them into the organ. It didn't take long for me to get hard again and Erza started using her breasts to give me pleasure.

"You're breasts are so soft Erza. They feel great wrapped around my cock."

Erza moved her head up and took the tip of my man part into her mouth and started licking the head.

"Oh yeah that's it Erza. I'm gonna cum soon; I want you to let it get all over your pretty face and big boobies."

"I want it." Erza said moving her breast faster.

"Hungggg!" I started orgasaming and shooting sperm into the air.

The cum flew up and came back and splashed all over Erza breasts and on her face. She looked up and me and there was jizz in her hair and on one of her eyelids.

"That's hot." I told her "Come here."

Erza climbed over me and I kissed her and licked the cum off her eye.

"Get some sleep. We're gonna have fun tomorrow morning in the shower."

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><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Please don't be afraid to leave a suggestion for who you like to see Lucy have her way with next.**

**Till next time.**


	3. Chapter 3: Model Woman-Mirajane

_Italics indicate thinking_

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><p><strong>Lucy's POV<strong>

_That feeling of the hot water from the shower cascading down your body while you get a blowjob…it's incredible._

"That's great Erza." I said looking down at the woman going down on me.

The way Erza looked at me through her scarlet hair as she blew me was so hot. The water from the shower running down my back felt good too.

Erza took me out of her mouth but kept moving her hand "Didn't we come in here to get clean?"

"You made me get that so you have to take care of it." I told her "Those are the rules."

Erza licked her lips "I like that rule." Erza gave my cock a good lick before putting the whole thing back in her mouth.

"Mmmmm I'm getting close Erza." I moaned.

Erza increased her speed and I orgasmed. Erza swallowed all of the juice that came out and released me with a pop.

"We really do need to get cleaned up." She said placing her hands on my breasts "Let me wash your back."

Erza turned me around and washed my back for me "So how long have you had that?"

"Forever…" I went to explain the rest of the story, including the night with Cana "You and Cana are the only ones who know so let's keep it that way."

"Of course you'll tell people on a gradual basis. You can do it when you're ready."

"Yeah something like that…"

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><p><strong>A Few Days Later.<strong>

After the night with Erza I made sure to let Cana know the she knew. Cana of course wasted no time congratulating me and Erza. I haven't done much with either of them the last few days. I keep thinking about how weird it is that these two were just so accepting, and turned on so much they had sex the night they found out.

_Can I keep this up, slowly going person by person until I've had them all?_

"Something bothering you Lucy?" Mira asked coming up to me at the bar.

"Oh Mira, no I'm fine just a little bored is all."

I looked at the rest of the guild and realized that almost everyone was gone. I looked at the clock next and saw it was almost midnight.

"When did it get so late?" I said.

"Time flies." Mira joked.

"Yeah I guess it does, everyone's almost gone." I added.

Mira and I talked for a little longer and when I turned back, everyone was gone.

"I guess I should clean up." Mira said.

"I'll give you a hand."

"No Lucy you don't have to."

"Please Mira let me." I told her.

I helped Mira sweep and wash some dishes. We locked the door and got ready to head out when she remembered she had to put some boxes away.

"What's in these things?" I asked "they aren't too heavy."

"Mostly files and other paperwork." Mira explained.

Mira slid a ladder over and started climbing it to put the box on the upper shelf. I watched as she went higher and higher.

_Mira's got a big butt…_

"Lucy can you hand me that other box?" Mira said.

I passed her the box and watch as she put it on the shelf. I looked up and I could see up her dress, and i was quite surprised.

_Mira isn't wearing panties!_

"Next box."

"Uhh…Uhh sure Mira." I stuttered.

"You okay Lucy?" Mira asked.

I gulped "Just fine."

_I can see everything. That huge ass and her folds…Sexy..._

Mira came down off the ladder "All done let's go."

I pinned Mira against the wall.

_Lucy wants!_

"Lucy what are you doing!"

I licked Mira's neck before moving a hand under her dress "No panties Mira? You naughty girl."

I ran my fingers over Mira's slit and she shivered "Lucy stop this right now."

I kissed at Mira's neck "Why no panties Mira? Did you think no one would notice, because I did?"

"Lucy stop it…" Mira gasped as I put a finger inside her.

"Stop resisting Mira, you know you want it."

"No…stop." her nails dug into my arm

I moved the dress out of the way and started licking Mira's womanhood.

"No...St…St…Don't stop!" Mira yelled "Ahhaaa!"

I kept licking at Mira.

_So this is what that mature model from the magazines is like. I used to have such a crush on Mira now I get to have her for myself._

"OHH! Lucy!" Mira yelled and she orgasmed from my tongue alone.

Mira slid down and slumped against the wall and sat there panting.

I took of my belt and undid the button on my shorts "Don't get comfortable we still have a lot of work to do."

I pulled my dick out and stuck it in Mira's face.

"Is that?!"

"Questions later, pleasure now." I said "I used my mouth so you use yours."

Mira swallowed and moved closer "It's so big…" Mira then moved her head and licked up the shaft.

Mira got the meat all wet before she took it into her mouth.

"Ohh yeah that's it." I moaned as Mira bobbed her head up and down on my penis.

I looked down and I could see down Mira's dress and get a look at those massive boobs. I moved my hand to the back and undid the strings so the garment fell off. Mira's large breast sagged a little as the dress fell. Mira took me out of her mouth and stood up to get out of the dress. She kept rubbing my dick while she looked me in the eye and helped me take off my shirt and bra.

"Lucy, you really should be a model." She said wrapping her breast around my cock.

"I'd love to but this would get in the way."

Mira shoved her face into her cleavage and took me back into her mouth.

"Ohh…Mira I'm so close!"

Mira moved her chest faster and faster and started running her tongue over my cock while it was in her mouth.

"Oh Shit Mira here it comes!"

Mira made one swift motion and deep throated me as I started cumming. Mira made all kinds off sexy gagging and slurping sounds as I came.

I slid out of Mira's mouth and she coughed a few time "Lucy it tastes so good."

I helped Mira off the floor and had her face the wall "Say it Mira…"

"I want you inside me Lucy. Put you girly penis in me."

"What was that?"

"Please fuck me!" Mira screamed with a pout.

I moved close to Mira's entrance and started to slide myself in.

_She's like Erza no hymen, but she's a little looser than Erza._

"Mira where is it?"

"I lost it years ago." She moaned as I slide in and out of her.

"You were a slut weren't you Mira.

"No…no…I wasn't…" she couldn't get the words out through her moans.

I pulled out of Mira and turned her around to face me.

"Look me in the eye and say it." I picked up her left leg and teased her entrance.

Mira's face was all red as she panted "I used to be a slut! I used to go on jobs far away and let boys do me!"

"That a girl." I pushed back into Mira.

"It's so big!"

"You're the first non-virgin I've had." I told her as i slammed into her vagina "You feel so good. The walls of your pussy are rubbing me all over."

"Harder Lucy! I'm close!" Mira yelled leaning in and mashing our breast together.

"You're going to cum so easily Mira. I'm not even close to finished."

"AHHH!" Mira yelled orgasaming while I was still inside her.

"You're such a naughty girl" I teased and she put her head into the crook of my neck and kissed it "I still have a ways to go before we're done."

I picked up my pace and slammed into Mira harder. Mira moaned into my ear as I went deeper and deeper into her.

"Lucy…I'm gonna cum again." Mira whispered.

"Boy Mira you have no tolerance!" I said going slower "We'll have to work on that."

"Please teach me!" Mira yelled as her pussy clenched and hugged my dick.

_That was her second._

I pulled out and moved Mira around so she was lying on the floor with me on top of her. I slowly slid back into Mira making her moan loudly.

"Lucy!"

"God Mira you may not be a virgin but you so tight."

I started thrusting into Mira again, watching her breast wobble with every thrust.

"You know Mira." I said feeling my balls slap into her ass "I've always had a crush on you. You always looked so mature yet innocent. I used the magazines with you as the centerfold to relive stress all the time."

"I've never had someone tell me that." Mira said "I love it! To be looked at like that! It makes me so wet!"

I thrust a few more times and felt my balls clench "I'm gonna cum soon Mira!"

"Cum inside me Lucy. It's okay I'm careful."

I trust a few more times "MIRA!"

"I'm doing it again LUCY!"

I jizzed inside Mira and fell forward lying on top of her.

"That was…incredible Mira." I said panting.

"We really should go." Mira said "I don't want to fall asleep here and have someone walk in on us like this in the morning."

"Your house?"

"Yeah it's closer."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Feel free to suggest who you'd like to see Lucy with next.**

**We'll probably progress some of the actual plot soon and move the cannon story forward to get more girls involved.**

**Till next time. Happy Halloween  
><strong>


	4. Chapter 4: Best Friends-Levy

_Italics indicate thinking._

* * *

><p><strong>Lucy's POV<strong>

After our time in the storage room Mira and I headed back to her house to continue our activities. On the way there I filled her in on the story. We went at it for most of the night before we finally passed out. When I woke up the next morning Mira was still asleep. I had never seen Mira without her hair tied up in the front. The way her bangs fell over her face was cute.

I nudged her shoulder "Mira?"

She just kept sleeping.

_We went pretty hard last night she must be exhausted. I don't want her to be late for work so I should wake her up._

Still naked, I sat up in the bed and turned towards Mira.

"I bet this will wake you up."

I put my dick near Mira's face and started masturbating. I sat there jacking off to Mira's cute face.

_It's like the magazines but not…_

It didn't take me long to climax and blow my load all over Mira's pretty face. I leaned back at looked at Mira face, which was now covered in my hot seed. Her face twitched and Mira's eyes opened.

"Good morning." Mira said before noticing what had happened to her face "You're so mean. This will take me forever to clean up."

"I tried wakening you up normally but you didn't stir."

Mira got out of bed and stood by the nightstand digging around for something to wipe her face off with. Her butt was in full view so I leaned over and gave it a strong smack.

"Eep!"

"Sometimes people are so entranced by your breasts they forget you have a great ass too."

"Thanks for the compliment." Mira said going towards the bathroom.

"I'd love to join you but I should get home, I have some stuff to do." I said pulling my panties up.

Mira walked over and gave me a kiss "Will I see you at the guild later?"

"Yeah I'll see you around." I said stepping out the door.

* * *

><p><strong>That night at Lucy's House<strong>

I was sitting at my desk when there was a knock at my door, I answered and found Levy there "Hi Levy do you need something?"

"I just wanted to stop by and see my friend." Levy said.

"Okay, would you like something to drink?" I said making myself some coffee.

"Tea is fine." Levy said.

I poured the drinks and brought them back to the table. Levy and I talked for a while but the entire time she seemed nervous about something.

"Levy is everything alright?"

"I'm fine…"

"Levy?"

"Lucy can we talk about something."

"Of course you can talk to me about anything." I told her.

"I think I saw something the other day…"

"I don't understand."

"I saw you in Erza's room the other night."

"Uhh."

"I was in my room when…"

* * *

><p><strong>Levy's Flashback.<strong>

_What is that noise?_

I got up and walked down the hall and heard strange noises coming from Erza's room. I pushed the door open a little and was astonished by what a saw.

"Okay Erza that's enough." Lucy said.

I looked and saw Erza was poking at something hidden in the shadows.

"Erza stop I'm gonna…Ahh!"

Something shot into the air and landed on Erza's breasts.

"It's so warm."

Erza and Lucy talked for a few seconds before Lucy leaned in and kissed Erza. I covered my mouth to muffle the gasp. The two stopped kissing and Erza moved around and Lucy rubbed her hands over Erza's butt before pulling her pants off.

_Are they gonna?_

Lucy climbed up by Erza's butt and whispered something into her ear.

"Not so loud Erza you don't want the whole dorm coming in here."

Lucy moved again and again.

"Lucy! It's so good!" Erza yelled out "It's better than the books made it sound. The thickness…Ugh! Destroy me with your cock!"

_What!_

The clouds moved and moonlight bled into the room showing me the full view of the situation. Lucy was on her tiptoes and she was plowing into Erza.

_Lucy has a penis!_

"Oh my God." I whispered to myself.

"I'm close Erza just a little more."

There was a loud smacking sound as Lucy moved her hips.

_I feel funny._

I looked down and realized I was soaking wet. I lowered my hand into my shorts and put two fingers into my vagina.

_I'm watching two of my best female friends have sex. And one of them is also a man?_

I went back to my room and spent most of the night with my hand down my shorts.

_Lucy…I want you to do things like that to me._

* * *

><p><strong>Back in the present-Lucy's POV<strong>

"Did I really see those things that night Lucy? Or was it a dream?"

"Levy…It was real."

"I see…Ever since that night I haven't been able to get the images out of my head." Levy wiggled in her seat "I'm your best friend how come you didn't tell me?"

"There's no easy way to bring it up something about my body in conversation." I explained.

"I guess…" Levy looked up and traced my body "You're so much prettier than me."

"That's not true." I told her "You're beautiful Levy."

"Yeah right." She put a hand on her chest "I'm the smallest girl in the guild; no one will even give me the time of day."

"Just cause you don't have big boobs doesn't mean you're not pretty." I told her.

"Do you really mean it…That I'm pretty?" She said.

"You're gorgeous Levy." I said hugging her "You don't need boobs to be attractive. Besides maybe you're just a late bloomer."

"I hope so." She said breaking the hug "When I was growing up it was so awkward watching the other girls grown into women and I just stayed the same." I ran a hand through Levy's hair and she smiled "and then you came and the average cup size got even higher."

"Yeah these suckers a big, but they're heavy." I told her.

"And not only that but you have that thing in your pants. Why are you so beautiful Lucy?"

"Well some people would say that have both types of equipment downstairs isn't attractive."

"Well Erza thought it was." Levy smirked "I recall her telling you she was "Your bitch."

I blushed at that "Uhh yeah."

Levy leaned forward "Can I be your bitch to?"

"Levy?!"

Levy's hand shot forward and grouped my breast making me moan. Levy pulled at my blouse tearing the buttons off the shirt and making my bra encased breast come out into the air.

"I didn't know you were so forward Levy."

Levy skipped over and locked the door and closed the curtains before coming back and pulling my left breast out of my bra.

"Even before I learned you had a penis you made me wet." Levy said "I've been attracted to you from the second I saw you." Levy moved her tongue and flicked my nipple.

"Ohh…"

"These are so big Lucy; I want a pair just like them." Levy said nibbling my breast.

I slid my hand up Levy's shirt and tweaked her nipple.

"Ahh!"

Levy took her shirt off and I sucked he tiny breast.

"Lucy~"

Levy moved her head down and shoved herself into my cleavage "Mhmp!" Levy said something but it was inaudible from between my breast.

Levy Started motor-boating me and I couldn't help but laugh.

_She really does like big boobs._

I moved my hands down and ran them over Levy's tight butt. Still trapped within the glory of my large chest Levy moved her hand into my sweatpants and brushed by my cock.

She came out of my cleavage for air but left her hand in my pants "Lucy do you also have?"

"A vag? Yeah move you hand lower." I instructed.

Levy moved her hand and shoved a finger into me.

"Ohh! Levy!"

Levy suddenly stopped moving her finger "You're a virgin?"

"Only as a girl." I said leaning forward and kissing Levy "But I'd love for you to take it."

Levy continued to tease my female parts without taking my pants off. Suddenly Levy thrust her fingers deep and tore my virginity away.

"AHHH!"

It hurt but it also felt incredible. Levy pushed me back and kissed my neck while I calmed down from the pain. I wriggled free of Levy's grip and stood up pulling my pants off.

"It's huge!" Levy said in awe of my manhood.

I gave it a few jerks while Levy got out of her clothes, first the tee-shirt, then the jeans. When she took the jeans off she reviled she was wearing a black thong.

"Leave the panties on." I told her.

Levy walked up and jumped into my arms wrapping her arms around my neck and her legs around my waist. We made out for a while when I felt my dick rub against Levy's butt.

"Levy you have such a cute ass." I said giving it a squeeze.

I moved my hands and ripped Levy's thong off.

"I liked those." She whined.

"And I liked that blouse."

Levy moved back and I lined myself up with her entrance.

"Are you ready Levy?"

"I want you Lucy." Levy slowly moved her body down and moaned as I was pushed into her "Hmm! It fells so nice. I feel stuffed."

"Levy? Where is it?"

"I took it myself a long time ago. I remember that night; I was masturbating to Erza's big boobies! But that dildo is nothing like this! Lucy you're so good!"

Levy moved herself up and down as we stood in the center of the room. Sex standing up felt great. I felt so strong holding Levy up like that as she gave me pleasure.

"Levy you feel so good. So warm and tight."

I smashed my breasts into Levy's tiny body as Levy started orgasaming.

"Lucy!"

I pinned Levy against the wall while still holding her up and thrusting.

"I'm almost there Levy." I moaned.

"Fill me up Lucy! I want your semen leaking out of me!"

I let out a groan "Fuck! LEVY!" I started spewing cum into Levy's pussy.

"Ohh! LUCY it's so nice!"

It took me a few seconds to calm down off the high of my orgasm and lower Levy back to the ground. As soon as my dick left her body I saw cum dripping down her inner thighs. Levy immediately got to her knees and started playing with my dick trying to get it hard again.

"Come on I want more." Levy cooed.

It didn't take long for me to get my boner back.

"There it is." Levy said as she took me into her mouth.

"Your mouth's so nice Levy." I said running my hand through her hair.

Levy swirled her tongue around in her mouth sending pleasure coursing through me.

Levy took me out of her mouth and rubbed my cock with her hand "Come on cum for me Lucy, I wanna taste your delicious cum."

Levy licked up my shaft a few times before swallowing me again and sucking harder than before.

"This is the best BJ ever Levy, I'm gonna cum!" my hips jerked forward and I started cumming in Levy's mouth.

Levy swallowed almost all of it and then she stood up and kissed me, spitting some of my own seed into my mouth. As we broke the kiss the semen trailed between our lips.

"Yum." We both said.

Levy went over to the bed and spread her legs "I can go all night." She said as some cum fell out of her mouth and onto her tiny chest.

"You're incredible Levy." I started making my way over to the bed.

"I don't think we'll be getting much sleep." She said as I got into the bed with her "And I'm gonna have trouble walking in the morning."

"Well we can always stay in bed until it goes away." I winked pulling the covers over us.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Please don't hesitate to recommend who you'd like to see next. We'll be starting the Oracion Seis arc in the next chapter BTW.**

**Till next time.**


	5. Chapter 5: In the Arms of an-Angel

_Italics indicate thinking._

**Lucy's POV**

* * *

><p>I sat up in bed, stretched and let out a yawn. I looked over and saw Levy was still asleep next to me.<p>

"Good morning." She said opening her eye halfway.

I laid back down "Morning"

Levy laid her head down on my chest and sighed "Last night was…fun."

"Something like that." I said.

Levy moved the covers, crawled to my crotch and put my hand on my penis "Jack off." She instructed.

Levy moved my balls out of the way and licked my vagina "Ahh!"

Levy kept probing her tongue in and out of me while I masturbated with my male parts. Every time I jerked my penis my balls would move and hit Levy in the face.

Levy lay at the bottom of the bed eating my out "You taste great Lucy and it feels great when you slap my face with those big balls. They smell so musky."

"Your tongue is great Levy." I moaned as she ate me out.

Levy kept attacking my pussy while I rubbed one out inches away from her.

"Shit Levy!" I orgasmed and spewed fluids out of both genitalia. The resulting climax covered Levy's face in my juices and my stomach in warm semen.

"What a way to wake up." Levy said climbing off the bed and going into the bathroom.

"I'll be right there." I said sliding onto the floor and stretching again.

* * *

><p>After another quickie in the shower Levy and I went to the guild where I found out I was getting shipped off with the rest of Team Natsu. We were supposed to destroy a dark guild with the help of some other guilds. I whined about having to go saying that I wasn't really strong enough but I got dragged along anyway.<p>

On the carriage ride their Natsu spent half the time on my lap trying not to barf. It was awkward making sure he didn't touch certain things, but I managed to keep myself in check.

"We're here!" Happy yelled as we pulled up to a mansion.

We went inside the big house and I didn't take long for Blue Pegasus to introduce themselves and try and hit on Erza and me. We brushed their advances off.

_They are clearly overcompensating for something._

Then a vile creature called Ichiya introduced himself, or maybe itself? We nearly got into a fight with Blue Pegasus over the way they were treating Natsu and Gray. Erza was having a trouble dealing with Ichiya's advances so she kicked him towards the door. That even let us know Lamia Scale had arrived. Lyon wasted no time talking smack to Gray.

"Whaa!" I fell flat on my face when the rug I was standing on came alive and threw me off.

_I know that magic._

I saw that Sherry was also here. She had a pretty different look compared to the last time I saw her. The pigtails were gone and replaced with some kind of rat's nest hairdo. Her gothic corset style dress had also been swapped out for a long pink gown. Despite her new look her sheer unwarranted hatred for me was still around.

"Yeah nice to see you to." I deadpanned when she introduced herself.

Eventually everybody but the member from Cait Shelter had arrived. A little girl came in and face planted in the center of the room before quickly begging us not to send her home.

Her name was Wendy. She had long blue hair and a cute face. She couldn't have been more than twelve or thirteen.

_I wonder what she'd look like if she was my age, probably smoking hot. No Lucy you can't think about that she's a little girl._

We got the run down on these Oracion Sies people. They had six members, five men and one woman. The woman was called Angel. The pictures of her were blurry but she appeared to be wearing a very revealing dress.

"I'll just stay in the back." I told them not wanting to get killed.

* * *

><p><em>How'd I get into this situation!<em>

At this current moment in time I'm in a river facing down with Angel. I climbed into the water to try and save Natsu but he floated away, Happy got frozen and I don't know where the hell Hibiki is.

_My only saving grace is that we're in this river._

"**Aquarius!"**

I summoned my strongest spirit to wash away that smug bitch.

"**Scorpio!"**

And so my strongest spirit abandoned me to go out with her boyfriend.

"**Loke!"**

"You just leave this to me Lucy."

"**Aries!"**

_What the!_

Angel summoned a beautiful woman with pink hair and ram horns.

_I see why Karen used her the way she did. Aries is very attractive; any man would be pleased with her._

I tried to send Loke back but he and Aries insisted on fighting each other.

"**Caelum!" **A laser shot past and tore a hole through Loke and Aries.

"NO!"

I berated Angel for how she treated the spirits but she mostly blew me off. I used Taurus next but Gemini but the ax on that plan rather quickly. I demanded Angel let Aries go but as expected she told me to suck it.

_You can suck something alright!_

"Gemini kill her."

_So this is how I'm gonna die huh?_

"We…can't do it. She loves us."

"Out of my sight you trash!"

My brain suddenly felt like it was about to explode when I heard someone talking to me.

_I went to go after Wendy. I left this download for you before I left._

I don't know what happened next but when I looked up Angel was on the floor defeated.

"Yay me!"

I stumbled my way over to Angel who was crawling to the shore line.

"What do you want bitch?"

I smirked "You said Gemini can read memories right?"

"What about it."

"Then you must know what I really am."

Her face darkened "Maybe."

I licked my lips "I won don't you think it's fair for me to get a prize?"

"What..?"

I shot forward and tackled Angel to the ground.

"Stop it you freak!"

I kissed her neck "You smell so nice."

"Ha…Ha…get away…from me."

I groped Angel's sizable breast through her feathered dress. Since Erza had taken my belt earlier it wasn't too difficult for me to get my cock out.

I sat Angel up in front of me "Suck it."

She kept her mouth closed and looked away.

I slapped her face with my dick "I said suck."

She still wouldn't give me the pleasure I sought.

I ran my hand along her face "Come on Angel, we can be friends. You spend all that time with those five men I bet you just want some girl time."

Angel gave me an evil look "What are you saying?"

"I need relief and I wager you want some to, let's help each other out."

I look passed over her face like she thought about accepting the offer before turning away.

"You leave my no choice." I grabbed her hair and forced her head to turn, she resisted but I forced myself into her mouth "You have and heavenly mouth."

_Ugh that was lame._

I stood there thrusting into Angel's mouth causing her to gag. My balls kept slapping into her chin with every thrust.

"Ugh!" I groaned in pleasure "You love this don't you?"

Angel just made some sloppy gagging noises in response.

"I'll take that as a yes."

I pulled out of her mouth for a split second to let Angel catch her breath "You Bit…Bleh!' before she could finish her sentence I shoved myself back into her mouth.

"You have such a nice mouth, I can get so much in." I told her.

I stood there violating Angel's mouth for a while before I climaxed.

"Ohh! Here it comes." I forced Angel's head forward and I released in her mouth.

Since I wasn't letting go she had no choice but to swallow. Angel made a heinous gagging noise as the cum filled her throat. I pulled out of her mouth as Angel fell forward coughing and glared at me. I wasted no time taking my shirt off and exposing my breasts to the warm air.

I walked up and started to take off Angel's feathered clothing "What are you doing?"

"I'm not even close to finished." I told her "Just sit back and enjoy, I'll make you feel good."

The dress fell off and I took one of her breast into my hand and sucked the nipple.

"Ha~!"

"You're so beautiful Angel." I said rubbing my hand against her warmth.

I rubbed my fingers across her clitoris and made Angel moan even louder.

"You Bitch…I…I'll get you for this! AHH!"

Angel squirted all over my hand.

I licked my fingers clean and moved Angel over by a nearby tree "Put your hands on the tree. I want to make you feel good stop resisting."

Angel placed her hands in the tree as instructed and I teased her entrance.

"Mmmmm." Angel turned her head and bit her lip to hold in a moan.

I slowly slid into Angel but wasn't surprised to discover she wasn't a virgin.

"You dirty girl." I started pulling Angel's butt back and forth sending pleasure coursing through the both of us "You're squeezing the shit out of my dick."

Angel turned her head with a pout "I can't believe an angel like me is being violated by a filthy human like you."

"You like it." I told her thrusting harder "You were dripping when I took you dress off."

"What?! I was not!"

"Deny it all you want." I told her "Put you're turned on."

"I am not!" Angel said before she let out a groan "Shit!"

"Haha! See you are." I leaned forward and whispered into her ear "Relax, just let go."

Angel noticeable quivered at the statement and I stop thrusting.

"Just say it." I cooed "Just admit you want it."

Angel bit her lip and refused to say anything. I flicked one of her nipples making her gasp.

"Come on, it's just three words."

"…I…"

"Say it."

"I…I…"

I rubbed my hand over her ass cheeks "What was that?"

"I WANT IT! I want your big cock to tear me apart! Please fuck me!"

I jerked my hips forward "Good girl."

"HA!"

I started thrusting and at quick pace making Angel gasp and moan.

"It's so big!" Angel groaned "I feel like I'm being spilt in two!"

I gave Angel kisses on the back of her neck "More talk dirty."

"Please Lucy! Please don't stop fucking me! My pussy needs you!"

"I'm getting close Angel!" I moaned.

"More Lucy I want more of your sexy cock!"

"AHH! UGH!" I pulled out of Angel as I started cumming, spraying jizz all over her ass and back.

"I wasn't done yet." Angel said turning her head.

_I want to try something._

"Don't worry there's still plenty of things we can do." I said rubbing my lubed up rod over her other hole.

"You wouldn't."

"I've never done Anal before." I smirked

"No don't! AAGHHH!"

I forced my way into Angel's butt and she screamed.

_It feels like a vagina just way tighter._

I slowly started moving my hips forward making Angel groan in pain and pleasure.

"Give me more warning next time jerk." Angel said adjusting her hands on the tree.

"How does it feel?"

"It hurt for a bit but now it's good."

I slammed my hips into Angels' ass for a while until she started climaxing.

"Lucy I'm gonna….I'm gonna cum from having your fat cock in my ass!"

"Me to. Cum with me Angel."

"Mmmmm! LUCY!"

I started filling Angel's butt with hot spunk "ANGEL!"

After about a minute I managed to slide out of Angel. She let go of the tree and dropped to the ground in a heap.

"That was…amaze..." Angel fell asleep on the ground mid sentence.

"I'm so tired." I said as I fell back into the water.

Just as I passed out I thought I saw someone pull me out of the water.

_Who was that...?_

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**As always feel free to make suggestions about who you want to see in future chapters.**

**Since I always have the next chapter or two in my head (Thanks to suggestions form you) I decided to start giving you kind readers hints about who will be coming in the next chapter (Kinda like a preview). **

**Sometimes they may be obvious, others may be very obscure.**

**Next Chapter Hint- So the other day I was watching some old SNL sketches and that one with the fish blender came on…**

**Well then till next time.**


	6. Chapter 6: Blend Me-Sherry

_Italics indicate thinking_

* * *

><p><strong>Lucy's POV<strong>

"Where am I?" I looked down and saw someone had dressed me "And what's with this outfit?"

"They're clothes from the Spirt World. I dressed you." Virgo explained "I found you naked in the river. I dressed and tied up Miss Angel and provided you with clothing that I thought you would find suitable."

_Oh right after that stuff with Angel I passed out._

"So you saw me naked?" I asked Virgo "Did you see it?"

"What?" She asked "Are you referring to your penis, yes I did see. It was quite large. Very impressive Princess you should be proud."

"Don't say things like that, and keep your voice down."

"Punishment?"

"NO!"

_Although…no not with my spirits that would complicate our relationships._

"Please keep this between us Virgo. Aquarius is the only spirit who knows about that and I'd like to keep it like that. I guess Gemini knows too now."

"Of course Princess. I also dressed Sir Natsu."

I looked back and now the sleeping Natsu and I were dressed in matching outfits.

_This is so embarrassing; we're dressed like a couple…_

"Where's Jellal!" Natsu woke up screaming.

Virgo told us that while we had been asleep the light in the distance had turned from black to white. After harassing me about how Natsu and I acted Virgo returned home.

_What is her problem?_

There was a rustling in the trees and Sherry came out from the woods.

"Sherry. You okay, that's good."

"Fairy Tail…"

Then a tree came alive and tried to kill us.

_Bitch! You don't have to like me put killing me is way over the line!_

"Knock it off!" Gray said tackling the girl.

So apparently Sherry had her personality changed by Nirvana but when she found out Lyon was fine she returned to normal.

We went on to discuss Nirvana and what to do when the ground under us rose up.

* * *

><p>We beat the Oracion Seis and destroyed Nirvana but the mood was soured when Jellal got dragged off to prison. Erza went off on her own and I don't know what to say so just gave her some space.<p>

After we destroyed the lacrima running Nirvana Gemini gave me the keys for them, Aries and Scorpio. I'll get the contracts with them worked out later. We had left Erza by herself at the cliff and headed back to the village. Wendy told me that they had a hot spring if I wanted to go and take a bath. I checked and made sure no one was around and headed into the bath with just my towel on.

I moved the screen and was surprised to see a towel clad Sherry was sitting on the edge with her feet in the water.

"Oh Lucy."

"I'm sorry I'll come back later." I told her "I thought it was empty."

"You can stay." She said "I did try to kill you earlier the least I can do is share the bath with you."

_I really shouldn't…_

"Come on you already got out of your clothes no point in putting them back on."

"Umm…okay." I stepped into the water and made sure to keep my towel low around my waist.

"I'm sorry about earlier." Sherry said moving next to me in the water.

"It's okay, you weren't in control. It was an accident."

"I guess, but how can I spread Love if that's the way I act?"

"I don't really know. How come you changed your hair?" I asked her.

"I felt like trying something new." She said.

"I thought the pigtails looked better on you." I told her "But the more I look at it the more I like this new look."

"Thanks…you're not as bad as I thought." Sherry said with a smile.

"What's with that?" I asked her "You always act like I'm out to get you."

"In all honesty I'm a little jealous." She explained "You have such good looks."

"You're gorgeous too." I said "You have a great body."

I picked up a cloth and washed my arms and chest.

"Let me get your back." Sherry said moving behind me.

"You don't have to."

"Its fine." she said steeping out of the water without her towel.

_Wow she really is beautiful._

Sherry sat behind me and scrubbed my back diligently. I felt her breasts press up against my back a few times but I managed to keep myself in control.

"All done." Sherry said "Now you do me."

"A…Alright." I said fixing my towel and moving behind her.

"Why are you keeping you towel on, we're both women there's no need to be embarrassed."

_Yeah there kinda is._

I took the cloth and scrubbed Sherry's back. Just like her my large breasts rubbed against her back as I washed it.

"What the…" Sherry said.

"Something wrong Sherry?"

"It feels like something's poking me."

_Oh no!_

Sherry turned around and looked down and saw the tent in my towel.

"OH MY GOD!"

I stood up "Sherry this isn't what it looks like!"

My abrupt movement caused my towel to fall off and give Sherry a full view of my body. I snapped my hands down to cover myself.

"You pervert! You're a man and you're in the girl's bath!"

"No look!" I said moving my ball sack "I'm a girl too. Not that that makes it any better."

"Lucy what the hell are you?!"

"I'm a futanari." I told her

"I fell…so violated!" Sherry yelled.

"It was an accident I'm so sorry. I thought I had it under control." I told her "I'm so embarrassed. You're just so attractive I couldn't hold it back."

"Attractive? Is this Love?"

"Huh?"

"You getting like that, it must be Love."

"Umm…What?"

"This must be Love!" Sherry said walking up to me.

"I have no idea what you're talking about…Mhmp!" Sherry slammed her lips into mine.

After the initial shock I slowly started to kiss her back.

"Sherry." I whispered as we broke the kiss.

"The sparks…this must be Love…" Sherry said kissing me more.

Sherry grabbed my breasts and smashed them together.

"Sherry~" I ran my hair through Sherry's thick head of hair.

"I…I want more Love." Sherry said bouncing my breast around.

I stepped back and the two of us fell into the water. As soon as we surfaced our tongues were back in each other's mouth. I climbed out of the water and sat on the edge of the spa and spread my legs.

"Love…" Sherry swam forward as I played with my own clit.

_It's like she's in a trance._

Sherry wasted no time putting her head between my thighs and going to work. She took my whole girth into her mouth in one swift motion.

"So warm." I moaned as she bobbed her head.

"Do you feel the Love?" She said licking the shaft.

"I feel something alright." I said groping my own breast.

Sherry rolled my balls around in her hand as she sucked my dick.

"A little more Sherry I'm close."

"Give me your Love Lucy, I want your Love." Sherry said tickling my sack.

"Gaahh!" I moaned as I jizzed all over Sherry face.

She licked some off her lips "Your Love tastes wonderful."

Sherry climbed out of the water and straddled my hips and the edge of the bath. We kissed some more when Sherry wiggled around and placed my penis near her entrance.

"Give me all your Love." Sherry whined as she slid my dick into her.

"You're so tight." I said as she lowered herself more and more.

"There's so much Love!" Sherry moaned as she adjusted to having me inside her.

Sherry rolled her hips forward making me feel great. I sucked Sherry's neck as she moved her hips.

"Lucy~"

"Move faster Sherry." I instructed and the woman stared bouncing up and down on my hips.

"Ha AHH!" Sherry moaned as I was pushed deeper into her.

Sherry kept bouncing up and down moaning about Love.

"That's it Sherry just a little more, then I'll fill you with my Love."

"Give me all of it!" She said "I want all of your Love."

A few more hip movements and I felt the wave coming.

"Here it comes Sherry! AHHH!"

"LOVE!" Sherry yelled as I started filling her up with my seed.

I was surprised at how much went into her before I felt it start seeping out of her and onto me.

"Your Love feels so good inside me." Sherry said.

"Hi…"

I turned around and saw Erza had entered the bath, and she still looked depressed. Sherry was so filled with ecstasy she didn't even say anything about Erza walking in.

"How are you feeling?" I asked as Sherry stood up off my cock.

Erza just dropped her towel and walked over to me and rolled me over so I was on top of her.

"Please Lucy…"

"Erza are you okay?"

Erza quivered "Just make the pain go away." She said as a tear rolled down her cheek.

"Okay." I said kissing the tears away "I'll make you feel better."

I lined myself up and pushed into Erza causing her to moan.

"Lucy."

I started slow before gradually picking up my pace as I slid into and out of Erza. I looked over and saw Sherry had passed out by the side of the bath.

_I thought about a threesome but Erza needs me right now and Sherry would only get in the way._

I looked and saw my cum was still leaking out of Sherry.

_I never checked if it was okay to do that…I hope she's on the pill._

Erza turned my head back to her "Please don't look away. I need you."

"I'm sorry." I said going back to making Erza feel better.

Erza closed her eyes and let out shallow breaths as I made her feel good.

"Mmmmm Lucy. You feel so good."

"You're even better than the last time Erza." I said leaning forward and kissing her "Don't worry I'll make the sadness go away." I felt my and Erza's boobs smash together as we had sex on the floor of the hot spring.

"More Lucy…I…I'm almost there." Erza moaned

"Me too Erza." I said going slower.

"Inside me Lucy…I want to feel the warmth again. I need it to make the cold go away."

"If that's what you want." I said felling my orgasm coming "ERZA!"

"I feel it Lucy! This feels….HAAA!"

After a minute I pulled out if Erza and she got on top of me. And put her vagina in my face.

"Use your tongue to clean me out." She said.

_I think I'll mess with her a bit._

"Who do you think you're talking to?" I asked.

"Please Lucy."

"I recall you telling me you were my bitch; you're not supposed to make demands."

"Please Lucy~" Erza begged "Clean out your bitch's pussy!"

"Well when you put it like that." I said flicking my tongue over Erza's clit "Since you asked nicely."

I started eating Erza out and swallowing the mixture of cum and juices.

"Ohh~"

Erza moved her hips around as I devoured her delicious pussy.

"Mmmmm you taste so good Erza."

Erza started panting "Lucy…I can't hold it back! AHHH I'M CUMMING!"

Erza came all over my face and covered my in her juices.

"I guess I have to get back in the bath again." I said licking some of the juices away.

I slid into the bath and washed my face off as Erza picked up her towel.

"Thank you Lucy…I feel a little better."

"If you ever need anything just ask." I told her "Also stay out of my tent tonight." I instructed "Sherry and I will be sharing."

"I'd be happy to join the two of you." Erza said.

"No you take some more time to yourself. Besides I want to keep Sherry to myself a little longer."

"Alright then." Erza said with a smile as she left the bath.

I got out of the water and looked to the still sleeping Sherry. I left a warm present in her long pink hair before writing her a note and leaving the bath.

* * *

><p><em>We're going to share a tent tonight ;)<em>

_Love Lucy_

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**As always feel free to suggest who you would like to see in a future chapter.**

**Next Chapter Hint- It's an incredible deal. Tomorrow only you can get two keys for the price of one. Plus we'll see another girl we've seen in a past chapter come by and please Lucy again.**

**Also those of you waiting for Lucy to get with a man that's coming in chapter 8, I have an interesting idea for what to do with that.**

**Till next time.**


	7. Chapter 7: Fine Print-Aries & Virgo

_Italics indicate thinking_

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><p><strong>Lucy's POV<strong>

I had to say bye to Sherry after that but she promised to stop by once in a while. We went back to Fairy Tail after discovering that Wendy's guild was nothing but an illusion. Wendy was coming back with us since she had nowhere else to go now. While we were at the guild I wanted to talk to Levy but she wasn't around.

_I've been gone a few weeks and she's not even here to see me when I get back._

Mira said Levy was looking for me to so if she saw Levy she'd tell her to pay me a visit. So I headed back to my apartment and relaxed, wrote some of my book, and got the contracts with Gemini and Scorpio out of the way. I was about to get Aries done when there was a knock at my door.

"Hey Levy I was looking for you."

Levy walked passed me and into the apartment "I have something to show you" Levy was wearing a heavy zip up sweatshirt and sweatpants.

"Something wrong?"

_Wait a second…heavy sweatpants and sweatshirt. In a hurry…_

"You're not pregnant are you?!"

"What no!" Levy yelled.

"Oh good." I said calming down and taking a seat on the bed with Levy "So what's up."

"Well something interesting happened while you were gone." She explained as she opened the sweatshirt.

"What the hell!"

"I know right!"

I looked and Levy's naked chest and she had boobs. Not big ones like me but a decent size, probably a C cup or so.

"Where did these come from?" I asked.

"They just grew." She explaining "I guess I'm just a late bloomer like you said."

"This big so fast?" I asked.

"I thought I was weird too. I went to the crazy lady in the forest and she said I'm the picture of health and it must have been a growth spurt."

"That's so weird."

"They feel so good." Levy said grabbing them "I've wanted boobs my whole life and I finally got them. They bounce when I walk and I got to buy a bra."

"How big are they? I said squeezing one.

"They're C's"

"Wow." I said in awe.

They might have been on the smaller size of the guild but on Levy's tiny frame they looked big.

"So…" Levy looking up at me "Wanna take them for a test drive?"

"Yes please." I said getting out of my jeans.

I whipped my penis out and lay back as Levy wrapped her new breasts around my cock.

"Soft…" I mumbled.

"I've wanted to tit fuck a cock my whole life and now I can." Levy said lubing up her cleavage with spit and saliva.

Levy bounced her chest up and down sending pleasure coursing through me.

"Oh God they're great Levy."

"It feels so good do have your hard dick between my boobies!" Levy said then taking my girth in to her mouth.

"There's that mouth."

"Come on cum for me Lucy. Cover my boobs in your warm cum."

Levy kept egging me on trying to get me to blow my load.

"Levy I'm almost there."

"Come on Lucy paint my breasts white with you jizz."

"HAAA! LEVY!" I started spewing cum into the air.

The semen shot up and came back and covered Levy's new chest in warm white fluid.

Levy spread the jizz over her breasts and moaned "It's so warm, it feels so good. I love these things!"

"I like them to." I said licking her nipple and getting a taste of myself.

Levy moaned a few times before she pushed me away.

"I'd really like to stay for more but I have to go leave for a job." Levy explained with a kiss "I'll see you in a few days."

Levy put her sweatshirt back on and left.

"Man that was sexy." I groaned "Where'd those suckers come from?"

* * *

><p>I sat around for a while thinking about Levy before deciding to work out a contract with Aries.<p>

"**Aries!"**

The curvy pink haired ram appeared in front of my "I'm sorry."

"What are you sorry for you didn't do anything wrong." I told her.

"I'm sorry."

_She's so adorable._

"Calm down Aries I called you here to work out the contract."

"Okay."

Aries and I got down to business and ironed out the details of our contract.

"All right we're all set." I said with a smile.

"I'm so happy to work with you Miss Lucy."

"Just call me Lucy."

"I'm sorry." She panicked.

"Stop apologizing." I told her grabbing her arm "Relax, deep breaths."

Aries took a deep breath and her large chest rose and fell.

_HUNNGNGNG!_

I bit my lip to calm myself.

"Is something wrong Lucy?" Aries asked.

"Umm no I'm f…Fine." I stuttered.

I could feel the blood rushing to my pants every time I looked at Aries.

_She's my spirit I can't complicate things like that. But she's so cute._

"Lucy?" Aries said leaning forward and pressing her breasts together.

"A…Aries…can you back… back up a bit…"

"Umm okay." She said leaning back "Are you sure you're okay, I'm sorry did I do something wrong?"

_You did something. It's wrong and right._

I covered my raging hard on with my hands "No Aires you didn't do anything wrong."

"Lucy's there's something else I need to tell you." The ram said "You know that different spirits have different skills. Some are for combat and others for support."

"Which one are you?" I asked her.

"I…I'm designed for pleasure."

_Huh?_

"What?"

"There are two spirits meant for pleasure. We are meant to make our master happy, in whatever way they'd like." She explained leaning forward again "You look uncomfortable would you like me to make you feel good?"

"Aries what are you doing."

Aries rubbed my inner thigh "Please let me please my master."

I started to lose control and spread my legs for Aries.

*Poof* "What are you doing to the princess?"

"Virgo!" I said snapping my legs closed.

"Virgo…I'm sorry I was doing what we were made for."

_Made for…Aries said there were two spirits made for pleasure…is the other Virgo?_

"If you are going to please Princess there is something you should know." Virgo said walking up and yanking my pants off.

"Virgo!"

"Is that..."

"Yes the Princess is also a Prince." Virgo told her.

"I'm sorry I didn't know." Aries said.

"Princess please punish us for looking at you naked."

"I'm not gonna punish you." I told her "but…"

"Yes Princess."

"You two are made for pleasure right, so I guess I won't be complicating out relationship only strengthening it."

"I'm sorry what are you asking Lucy?" Aries said looking up with her innocent eyes.

"Do what you're made for." I told her "Please me."

Aries and Virgo looked at me and smiled "It would be our honor Princess."

The two kneeled down and looked at my penis.

"It's quite large." Aries said.

"The Princess is special." Virgo told her licking the shaft.

"Hmmm." I hummed as Vigor licked my fleshy rod.

"Aries please aid me." Virgo told her.

"I'm sorry." She said licking the head.

The two alternated licking my shaft.

"Please punish my mouth Princess." Virgo said swallowing me whole.

"Aries." I looked at the ram "I have other parts the need pleasure."

"Yes Ma'am" Aries moved my testicles out of the way and licked my pussy "You taste good."

"That's a good girl." I told her.

I took off my shirt while Aries ate me out and Virgo gave me head.

"You two are incredible." I complimented "I'm almost over the edge."

Virgo let out a wet moan as she sucked my cock.

"Virgo I'm gonna punish you, swallow it all."

Virgo deep throated my dick and I felt myself hitting the back of her throat.

"VIRGO!" I started cumming and filling Virgo's mouth with my thick semen.

While I was jizzing I looked down and saw Aries had her hand down her skit while she probed my womanhood.

*Bleh* Virgo took me out of her mouth and took a few deep breath "Princess it was so thick…so yummy."

"HAA!" I felt myself start orgasaming from Aries oral treatment.

I fell back onto the bed and Aries stood up from between my legs.

"You two take your clothes off." I told them.

The two obliged and Virgo slipped out of her uniform and Aries out of her soft wool. My spirits looked so sexy standing their naked next to each other. Their pale skin and pink hair complimented each other.

"Kiss." I told them as I started jacking off.

The two looked at each other before slowly moving in and kissing each other. I watched the two make out while I jacked off. It didn't take long for the two to grope each other's breasts.

"Mmmmm yeah." I said increasing my speed "Finger each other."

The two moved their hands lower and started putting their fingers inside each other.

"Virgo…haa." Aries moaned as the maid pumped in and out of her.

"Punish me Aires."

The two kept playing with each other while I watched in pleasure.

"You two come over here I'm gonna cum."

The two broke their lesbian time up and kneeled in front of us.

"I'm sorry."

"Punish us by covering us in your seed." Virgo said.

I rubbed my dick a few more times before covering Aries and Virgo's faces in cum.

"It's so warm." They both said licking it off each other.

"Up on the bed." I instructed.

The two climbed on the bed and Virgo climbed on top of Aries and their butts were facing me. Both of their pussys looked so inviting.

_Who to bang first?_

"Please punish me first Princess."

"No Miss Lucy I'm sorry accept my apology."

I thought about it and lined up with Aries first "Sorry Virgo, Aries was here first."

"I understand I shall be punished by being forced to wait." Virgo said kissing Aries.

"You ready?"

"I want you Miss Lucy."

I pushed into Aries welcoming pussy and groaned and the warmth.

"It feels so big!" Aries moaned.

I looked forward and saw Virgo's moist hole was right in front of me so I moved forward and gave it a lick.

"Princess!"

"You taste sweet Virgo."

I kept pounding Aries pussy while eating Virgo out. Virgo and Aries kept kissing and moaning at my movements.

"Lucy I'm gonna AHHH!" Aries orgasmed before I was done.

"I wasn't finished." I told her.

I moved up and pushed into Virgo.

"Princess!" Virgo yelled my name as I entered her warmth.

"Ohh Virgo you feel so good. Tight and warm"

"I feel like I'm being torn in two. You're so big Princess!"

Aries moved around under Virgo and started licking my balls while I fucked Virgo.

"Mmmmm Aries that feels good."

"You taste so delicious Aries." Virgo said flicking her tongue over Aries clit.

"Lucy your balls are so sweaty." Aries said licking them more.

"Aries…Lick harder put my sweaty balls in your mouth."

I felt my sack get swallowed up by Aries warm mouth.

"Princess I…I'm gonna..!"

"Me to Virgo I'm getting close." I said slapping her ass.

"Punish me more!" She said as I slapped her ass again.

"You have such a fat ass Virgo."

Aries made gagging noises as she moved my balls around in her mouth.

I felt sack tighten up "Virgo I gonna cum!"

"Fill me up Princess. Spirits can't get pregnant! Fill me with your seed!"

"VIRGO!"

"PRINCESS!" Virgo let out a loud moan as I started cumming in her vagina.

I pulled out of Virgo as I last rope of spunk shot out of my penis and landed on Aries' face.

"Smells so tasty." The ram said sitting up.

"AHH!" Virgo let out a yell as Aries started cleaning out her cum filled hole.

I moved around to the other side of the bed and slapped Virgo in the face with my fat cock.

_She wants to be punished so I'll treat her good. My spirits want my love and I'll give it to them how they want it._

"Suck it whore."

"Yes Mistress." Virgo said taking my cock into her mouth.

Once Virgo got me close I pulled out and entered Aries' snatch.

"I'm gonna fill you up Aries."

"Yes Please. I'm Sorry!"

I spewed the milky liquid into Aires pussy and pulled out.

"Virgo get off the bed now!" I yelled at her.

"Yes Mistress." Virgo stood up off the bed.

"You have such a cute ass." I told her "I bet it wants to be punished."

Virgo shivered at my words and I bent her over my knee.

*SMACK*

"HA!"

"You like that don't you?" I asked her.

"Please punish me more." She asked.

I slapped Virgo's plump butt a few more times turning it red before making her stand up. I turned Virgo away from me and pulled her down to so she was sitting in my lap facing away.

"Does your butt hurt?" I asked her.

"Yes you punished it so well." She moaned.

I lifted Virgo up and rubbed my dick against her butt hole.

"It's about to hurt a lot more."

"Punishment?"

"Yeah." I told her forcing my rod into her ass.

"It hurts so much! I love this feeling!" she moaned.

I got settled in Virgo's ass before she started moving up and down.

"Aries come over her." I told her.

"I'm sorry." She said.

"Don't be." I told her giving her a kiss "Here" I said moving my left breast to her "Suck."

Aries leaned down and sucked on my nipple.

"That's it Aries bite it a little." Aries obliged "HAA! Fuck yes!"

I felt myself start to climax "I'm gonna fill your ass up with cum Virgo."

"Please punish my virgin butt!"

"This was your first Anal?"

"Yes Mistress!" I reached around and tweaked Virgo's nipples.

"Do you like to be punished?"

"Yes it fells so…AHHHH MISTRESS!"

Virgo orgasmed from having my in her ass.

"Here it comes Virgo! I'm Cumming!"

I filled Virgo's anus with hot cum and pulled out.

"Thank you...Mistress…" Virgo said passing out on the bed.

Aries moved from the bed to straddling my hips "I'm sorry…I made Virgo get tired because I can't please you."

I entered into Aries and started bouncing her up and down "You feel so tight." I put my head in her breasts "So soft."

Aries and I kept slapping out hips into each other making clapping noises.

"Lucy I'm…so…almost there!"

"Me to Aries." I said lifting her off my dick "UGGHH!" I jacked off and blew my load all over Aries cute face.

"I'm all sticky…"

"You look cute covered in my seed." I said climbing into my bed next to Virgo "You two should get back you can't stay in this world for too long."

"No." Aries said "If we lie with our master pleasure spirits gain twenty four hours of immunity to stay in the human world. It only works once a week though"

"That's nifty." I said moving Virgo's sleeping body close to mine "You two spend the night then."

Aries got under the covers and hugged me "I love having you as my master."

"I love having you two as my spirits."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Please don't hesitate to suggest who you want to see next.**

**Next Chapter Hint- It's a hunk of burning Love.**

**ATTENTION FANS OF- FutaLucy X Male - your dreams come true next chapter.**

**ATTENTION FANS OF- Gender Bender- your wish is also on the horizon.**

**I tried to do something different and give Levy some boobs but no too big. Don't worry if that's not your thing she won't be getting any bigger and neither will the other girls (Unless they get pregnant in which an exception may be made)**

**Till next time.**


	8. Chapter 8: Red Hot-Natsu, FemNatsu

_Italics indicate thinking._

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><p><strong>Lucy's POV<strong>

I woke up the next morning with Aries and Virgo cuddling with me on the bed.

"Good morning Princess." Virgo said kissing my cheek.

"I'm sorry did we wake you?" Aries asked kissing the other cheek.

"No you didn't wake me." I explained.

The two snuggled closer to me and we laid around in bed for a while. After we had woken up Virgo wasted no time going from kissing my cheek to kissing my neck.

"Virgo stop it that tickles." I laughed.

Aries moved around and kissed my lips while Virgo kissed my neck.

"You two are so excited, we just got up." I said.

"We have to go back to the Spirit World soon so we wanted to give you one last treatment." Virgo explained.

The two threw the covers off and moved down towards me penis. I still had morning wood so I was ready to go.

The two smashed their breasts together with my meat in the middle and started moving their boobs around.

"You're both have such soft breasts." I moaned as they kissed each other.

"Thank you Princess."

The two kept moving their breasts around my cock sometimes licking my penis when they weren't making out.

"Hmmmm…I'm getting close." I told them.

"Cum for us!" They both cheered.

I sat up and faced the two while I rubbed myself out and climaxed.

"Here it is!" I shot cum into the open mouths of the two spirits.

Most of it got in their mouths and they swallowed it.

"Thank you Princess." Virgo said putting her uniform back on.

"Last night was wonderful. I'm sorry it had to end." Aries said dressing herself.

The two walked over and I gave them each a kiss.

"Call us anytime Lucy."

"I'm always ready to be punished."

The two disappeared back to the Spirit World but I wasn't sad.

_I can call them back whenever I want._

* * *

><p><strong>Later at the Guild.<strong>

_I'm so exhausted from last night._

I opened the door to the guild and looked around. Everyone was doing something except for Natsu he was just sitting off eating by himself.

"Hi Natsu is something wrong?" I asked him.

"Where have you been?" he asked "It seems like your never around anymore Luce."

_I have been doing a lot of "stuff" lately. Natsu must be feeling neglected._

"Just around why, do you want to do something?" I asked.

"No it's fine."

"Come on Natsu it doesn't have to be a job, let's go hang out. We haven't done anything together in a while." I told him "We can go to the park or we can go shopping."

"I'm not going shopping with you. You'll make me pay." Natsu said.

"Why don't we take a day trip to the lake?" I asked.

"Huh?"

"We can go out and just relax at the lake, just you and me. No Gray, no Erza, no Happy. Just the two of us."

"Alright sure sounds fun." He said "I'll go home and get some things; I'll meet you at the tree in the park."

"Okay I'll see you soon."

As Natsu left what Cana and Erza had said a few weeks ago came to mind.

_**You can tell your friends. You'll tell people when you're ready.**_

_Should I tell Natsu, can I trust him? I don't want to hurt our relationship if it freaks him out._

I met Natsu at the tree like we planned and we went to the lake. No one else was around so the two of us swan around for a while. I thought I saw Natsu looking at me a few times but I figured I was seeing things.

_Natsu isn't like that._

I wasn't holding back from looking at Natsu. The way his abs glistened in the water. His hair looked good all damp. Natsu looked smoking hot. I had to stop myself there to make sure I was still properly tucked away in my bikini.

"Something wrong Luce?" Natsu asked.

"No I was just looking at the sunset." I told him pointing to the tree line "It's pretty isn't it?"

"Yeah…pretty." Natsu said.

Natsu and I swam around someone until the moon came out and we decided to head home.

"I had fun today Natsu."

"Yeah me too."

When we got back to town Natsu insisted that because it was so late he should walk me home. I felt myself blushing as we walked back to my apartment.

"Here we are." Natsu said as we got outside the building.

"Thank you Natsu." I said "Can you come in and make sure there's no one inside."

_I just don't want him to go yet._

"I doubt there is but sure." Natsu said opening the door and turning on the light "See all clear. I should get going." He said tuning back to the door.

I grabbed his arm "Don't go."

"Is something wrong Lucy?" he asked.

"I need to tell you something." I said having him sit on the bed.

"Okay."

"No matter what you can't laugh or scream." I said.

"What's so important?" he asked.

I pulled my belt off and started to unbutton my shorts "Lucy what are you doing?!"

"Please just be quiet." I asked throwing the shorts to the other side of the room "What I'm about to show you doesn't leave this room, understand."

Natsu had a huge blush on his face. He gulped "Al…alright."

I slowly pulled my panties down and showed Natsu my secret.

He didn't say anything.

_He must think I'm hideous._

"Lucy…"

"I've always had this. Always had both." I told him "You're my best friend I wanted to tell you. But I guess that was a mistake."

"Mistake?" he asked "How?"

"The way you're looking at me, not saying anything. You must think I'm ugly."

"No Lucy." Natsu said walking up to me "Just because you have a penis doesn't make you any less attractive. I think you beautiful regardless."

_He thinks I'm…_

"Natsu…"

I leaned my head on his chest and he hugged me back "You're wonderful Luce, everyone can see that. I like you just the way you are. Male parts and all."

Pressed against Natsu rock hard chest I felt sensations start to build up in my nether regions.

I looked up and moved my lips close to Natsu's.

"Lucy…"

"Natsu…I…I like you to." I said kissing him.

He was a little defensive first but he gave in and started kissing me back. I pushed Natsu back against the wall while we kissed. I moved one of his hands up and placed it on my breast.

"Lucy…"

"Please show me how much you care." I whispered.

Natsu squeezed my breast and I moaned into our kiss. I ran my hands over his abs and chest as we kissed.

"We're moving kind of fast." Natsu said as I worked at getting his belt off.

"I've wanted this for a long time Natsu. Please don't stop…"

"Okay…" he said kissing my neck.

_He knows all my sweet spots on the first kiss?_

"Mmmmm Natsu." I moaned as he kissed my neck "How are you so good. Have you done this before?"

"No I'm just doing what my body tells me." He explained.

_It's all instinct to him. Must be a Dragon Slayer thing._

Natsu's baggy pants fell to the floor and I dropped do my knees.

"I'm gonna make you feel good Natsu." I said pulling his boxers down.

I licked my lips when I saw Natsu's manhood. He was big, bigger than me.

I licked the shaft and Natsu hissed "Lucy!"

_I've gotten enough of these done to me to know the tools of the trade._

I licked the shaft a few more times before I took Natsu's meat into my mouth.

_It feels so weird having it in my mouth. _

I started sucking Natsu's cock and I felt good. The feeling of the girth moving in and out of my mouth was so nice. Natsu kept groaning and saying my name as I sucked him off.

"Come on Natsu." I said licking his dick.

I put it back in my mouth and hummed while I sucked.

"Lucy something's coming!" Natsu yelled as I increased my speed.

I felt the first rope of cum get shot into my mouth and more soon followed. I tried to swallow as much as I could but Natsu had so much I started gagging and pulled the cock out and got some of the white stuff on my face.

"I'm sorry Lucy."

"Don't be." I said taking my shirt off "It tasted great. I wanted to swallow more."

I leaned myself up against the wall and ushered Natsu over.

"What does your body say to do now?" I asked him.

Natsu walked up behind me and rubbed his dick over my hole "Stick it in there…"

"Then do it." I told him "You'll be my first man so please be gentle."

Natsu slowly pushed forward and I groaned as he entered me.

"It feels so squishy." He told me.

"Oh~ Natsu you fit in me so well." I moaned.

_This is what it's like to have a dick in you. It feels so wonderful. I feel full and complete with Natsu in me._

"Come on start moving." I told him.

Natsu grabbed my hips and started moving them. His dick stirred up my insides and it felt incredible.

"Natsu~"

"You're so warm Lucy. This feels so good."

"Fuck me harder Natsu." I moaned "I want more of you."

"Alright." He said increasing the speed of his thrust and my hips.

"Lucy it's that feeling again!" Natsu yelled as he started cumming inside me.

_It's so warm! He can fill me up all day, I'm protected._

"Ahh! Natsu I'm cumming!" My body was rocked by and orgasm.

I looked down and saw that despite getting no stimulation my cock had sprayed cum all over the wall.

_So I don't get vaginal orgasms from penis stimulation. But getting fucked made me cum from both. Whatever that's hot._

I pulled Natsu over to the bed and had him lay down.

"That felt good Natsu." I said straddling his hips "I want more."

I lowered myself down onto Natsu's cock and started bouncing up and down. I felt so good having him stir up my insides. I could hear my cock slapping into my stomach as I moved around.

_That feels great!_

Natsu put his hands on my hips as I bounced.

"Lucy you feel so good. My body is on fire." He said.

"Isn't it always?" I joked as I moved faster.

"AHH! LUCY!" Natsu yelled "I'm cumming again!"

_He's learning the words and actions so easily._

I felt more of Natsu's warm jizz fill me up but I wasn't done yet so I kept going.

_We'll have to work on his endurance._

I felt my balls clench up and I knew I was close "NATSU!"

I felt my pussy tighten around Natsu's cock and I started shooting cum out. Most of it landed on Natsu's body and surprised him making him get off the bed.

"I'm sorry Natsu you don't like boys do you. I'll be more careful next time."

Natsu touched the fluid on his chest.

"What's wrong Natsu?"

"I feel all tingly." He said as he started glowing.

"Oh my God!" I yelled.

"Lucy what's happening! I feel so weird."

"I don't know Natsu?" I said looking at his body.

"HNNG!" Natsu grabbed his stomach and doubled over.

"Natsu!"

I watched as Natsu's body changed. His hair grew out and reached his mid back. His shoulders shorted as did the rest of his body shrunk in height. His chest grew and changed from muscle to fat. His legs went from hairy to smooth and his hips got wide. Then I looked down and Natsu's dick shrived up and left folds behind.

_Oh my God. Natsu turned into a girl!_

Natsu stopped panting and stood up.

"Natsu are you okay?" I asked.

Natsu looked down at his body. He had straight pink hair reaching down to his mid-back. Smooth legs and wide hips. I decent sized bubble butt and tiny hips. Smooth stomach. I looked at his chest and he had breasts at least as big as mine. And his face was now girly instead of manly.

_He's a bombshell!_

"Lucy…I fell different."

I ran over and pulled Natsu to the body mirror over in the corner. Natsu saw his body and gasped.

"What the hell happened to me?!"

"I don't know." I said running a hand through his hair.

Natsu sat down on the bed and felt his body. His long hair, his large butt. He lingered on his breasts for a while.

I sat down next to him.

_He's so sexy…_

"Natsu." I said moving closer "Let me show you what it's like to be a woman."

I ran my finger over Natsu's new slit and he moaned.

"Lucy…no we need to see a doctor…We should go to the old lady in the forest." He moaned

"This could be a once in a lifetime chance don't miss out." I said kissing his neck "Besides she hates humans and won't want them visiting this late. We can have some fun tonight and go in the morning."

I grabbed one of Natsu's large breasts and squeezed it making him moan.

"Lucy~!"

_He's so sensitive._

I licked his nipple and Natsu gave in.

"I want you to make me feel good." He said.

"You just sit back and relax."

Natsu moved to leaned back against the pillows and the headrest and I spread his, err her legs. I looked at the glistening folds before me and put my head between her thighs. I gave one long lick and flicked by tongue over her clit.

"Lucy it feels so weird…I like it." Natsu moaned.

I went to town on Natsu's new pussy and licked it all over making her moan about how it felt.

"I feel so hot…" she moaned "I feel…AHHH!"

Natsu came all over my face just from my tongue.

"How was it?" I asked.

"Weird but good." He, I mean she said.

I moved Natsu off the bed and placed my cock in front of her face "Do what I did to you earlier."

She looked unsure but moved forward and flicked her tongue over my dickhead.

"Mmmmm. That's it just like I did."

Natsu ran his tongue along the shaft and looked to be getting into a rhythm.

"Put it in your mouth." I encouraged "Come on you can do it."

"Okay." Natsu mumbled opening her mouth and taking me inside.

_OH WOW! It's so warm and moist._

"Move back and forth. Suck like I did." I told him.

Natsu moved his neck forward and started giving me a blowjob. At one point she moved a little too much for her inexperienced mouth and made a gagging noise.

"You're not ready for that much slow down." I told him "Take it easy."

"Okay." He mumbled sucking more.

Each time he moved his head his large breasts swayed and jiggled around.

_Those things are massive, at least as big as mine. If not bigger!_

"You have such a nice mouth Natsu." I said running my hand through his silky.

Natsu bobbed her head a few more times and I felt myself getting close.

"I'm gonna cum soon Natsu. I want you to swallow it okay."

She nodded her head and kept sucking.

"Here it comes!" I said as I started jizzing into Natsu warm mouth.

I felt stream after stream come out and Natsu did his best to swallow but had to take me out of his mouth and I spewed all over his face.

"How's it taste?" I asked.

"Salty but sweet." He said "My body feels all bouncy." He grabbed his breasts "These things get annoying huh? They jiggle every time I move."

"You certainly have a large pair." I said pulling him over to the bed and having him lay down.

I placed myself near Natsu's new entrance.

"I don't know if you have a hymen so this might hurt a bit. Are you ready to become a real woman Natsu?"

She gave me a cute toothy smile "I trust you Lucy. Show me what it's like…Being a girl is so different."

"Do you like it?" I asked "Being a girl?"

"I'm not sure." He explained "Part of me wants to be a man but part of my brain likes this too."

"It's okay." I said pushing into her "We'll go to the doctor in the morning and get this sorted out however you like."

I penetrated Natsu's pussy and was surprised to find a wall blocking me.

"I guess your female body is still a virgin." I leaned forward and kissed Natsu's plump lips "This will hurt for a few seconds."

"It's okay I'm strong I can handle it." He said.

I slowly pushed forward and torn Natsu's virginity away.

"AHH!" He yelled in pain and I stopped moving.

I didn't move until Natsu told me it was okay and the pain was gone.

"That hurt more than Laxus' lightning." He said "But the pain was gone much faster."

"Every girl usually has to go through that her first time." I told him.

I started thrusting into Natsu and watched his breasts jiggle with each thrust.

"It feels so weird." Natsu said "I feel so good."

"You have such a nice pussy." I told her.

"Ohh Lucy~"

I kept hearing my balls slap into Natsu's butt and he kept moaning.

"Lucy this feels so good!"

"You're so tight Natsu. I love you virgin pussy!"

"Please keep fucking me Lucy!" Natsu moaned as her hips kept coming to meet mine "I love this!"

_I hope Natsu can stay like this. But what would we tell the guild. That old lady better have an answer when we go see her._

"FUCK you're so sexy!" I yelled out as I plowed into Natsu.

"LUCY!" I felt Natsu's vagina clench as she climaxed.

I felt my orgasm cumming and pulled out of Natsu since I didn't know how pregnancy would work with his new body.

"NATSU!" I shot spunk all over Natsu's smooth stomach and large breasts.

"It feels so warm." She said laying back "I'm so tired."

"Me too." I said climbing up next to the new female "Let's get some sleep. First this in the morning we'll go to East Forest and visit Porlyusica."

"Okay." Natsu said closing her eyes.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns. **

**As always suggest who you want to see next.**

**I intentionally alternated between male and female pronouns in the latter half of the chapter**

**If some of you wanted to see Lucy have Yaoi sex with Natsu I'm sorry I just have no idea how to write that. I personally have no problem with it but I don't read Yaoi so I have no clue how to write it.**

**Next Chapter Hint- Okay I can't really give you a hint because next time is Slice of Life with some lemony stuff thrown in here and there. It will mostly be Lucy and Natsu visiting the old lady for answers.**

**Till next time.**


	9. Chapter 9: Natasha

_Italics indicate thinking._

* * *

><p><strong>Lucy's POV<strong>

I woke up the next morning and saw Natsu was still a girl.

_I really wonder what happened._

"Good morning Luce." Natsu said siting up.

We got out of bed and I got dressed. Since none of Natsu's male clothes fit I had to lend him some of mine, but since his boobs were bigger than mine not everything fit well. The sweater I lent him was stretched out over his breasts. While normally long on me it exposed his midriff. I wasn't letting him break my bra so he was going out without one. The jeans he was able to get into without too much of a problem.

"You look cute." I complimented making him blush.

"Thanks…" he said as we left to go to the forest and visit Porlyusica for some answers.

Before we left we decided that if anyone asked Natsu's girl form was named Natasha.

The entire walk there Natsu was mostly quiet except for a few complaints about how his chest was bouncing with every step. I explained that normally a bra would take care of it but none of mine fit him.

We arrived at the old woman's tree and knocked.

"Hello?"

The door opened and the woman looked at us before slamming the door in our faces "Beat it."

"Wait." I said stopping the door "It's an emergency."

She looked back "Nothing looks wrong with you."

"It's not me it's Natsu." I said pointing to the girl next to me.

The woman scanned him and sighed "Come in…"

We took a seat and she asked what happened. We explained that we were having sex and Natsu suddenly turned into what he was now.

"I'll have to do some tests." She explained "Both of you get undressed."

Natsu and I complied and the old lady began her tests. She started with Natsu, poking and pressing various parts of his female body. She took a blood sample and came to me next. She did the same thing, squeezing and fondling parts of my body. It was a struggle but I kept myself from getting a boner in front of the old woman. She took a blood sample from me as well

"I need a sample of something else Futanari girl." She said handing me a cup.

I got the message and headed into the bathroom to provide the needed fluid. I locked the door and took off my pants. I started rubbing one out but I was having trouble getting a load out.

I peeked my head out into the room and the woman was doing tests at her desk while Natsu sat and waited.

"You done girl?" She said without looking.

"I'm having a little trouble." I said "Can I Uhh…barrow Natsu for a minute?"

"Whatever gets me the sample?" She said.

I waved Natsu over and he walked into the bathroom.

"What's the matter Luce?"

I lifted the sweater up quickly causing his boobs to go up and flop back down with a smack.

"I'm having some performance anxiety. I need you to help me." I explained placing my dick between his large breasts.

"Okay." She said pressing her boobs together.

"Spit, I need something to lube it up." I said placing the collection cup on the counter.

Natsu obliged and got his cleavage all moist.

"There we go." I said as I started thrusting into his breast "Move them up and down."

Natsu started bouncing his large chest up and down sending waves coursing through me.

"That's it Natsu, these things are so big and soft." I said.

"It feels so good." He said "Having a hard thing like you in-between my soft pillows."

_I keep calling him he and she…I need to get a hang of that._

"I'm almost there Natsu…" I said.

"Come on Lucy she needs that sample." Natsu cooed.

"HAAA!" I started cumming and shot thick ropes of semen into the air.

They came back down and landed on Natsu's breast covering them in white sticky fluid. I scooped up enough to fill the cup and there was still some left on Natsu.

"Here you go." I said placing the cup down for the woman.

"Sit tight it will be a while." She said.

"Okay."

I walked back into the bathroom to get my pants and found Natsu sucking his own nipples and licking my cum off his breasts.

"You naughty girl." I said closing and locking the door.

"Lucy!" Natsu said "I'm sorry it just looked so good."

"It's fine Natsu." I said making him face the counter "She said it would take some time so let's pass it with some fun."

I pulled the jeans off Natsu and slid the panties I had lent him off and wasted no time penetrating him.

"Lucy!"

Natsu and I were animalistic as we fucked in the bathroom. I slammed into him as he watched himself in the mirror.

"Do you like that?" I asked "Watching yourself getting fucked!"

"I look so hot!" he said "You feel so good Lucy!"

There was a knock at the door "When you two filthy people finish up I'm ready to present my findings."

"Alright!" we both yelled.

"I'm almost there Natsu."

"Lucy I can feel it!"

We both climaxed at the same time and I covered Natsu's back in warm cum. We got ourselves cleaned up and went out into the office and took a seat.

"So." Porlyusica started "This happened due to and interaction between Natsu's Blood and Lucy's Futanari Semen. The two reacted and caused that."

"What about turning him back?" I asked "Can it be done."

"Yes." She said "It's quite simple actually. Get up Natsu."

The girl complied.

"I want you to think hard about your male body. Remember what it looked like and think about having it back."

Natsu scrunched his forehead as her thought and suddenly started glowing like he had last night. His hair shortened and he got taller. His breasts disappeared and his muscles returned. Natsu had turned back to a man.

_I'm kinda sad._

"I'm back!" He cheered.

"We're not done yet." The old woman said "No think about the female form and want that body."

"Huh?"

"Just do it!"

Natsu thought and started glowing again. His body went through the same changes as last night and Natasha was back.

"What the!"

"Just as I thought." The old woman said "You've gained a magic that lets you freely change between male and female."

"That's...useful." I said as Natsu shifted to a man.

"Good problem solved now get out. Oh and another thing." She said "He has working female parts so use protection. Lucy I need to speak with you for a moment."

I went over to the coner with the woman.

"Listen because you are a Futanari I wager your semen is also what mad Levy's breast grow. I don't know if the same thing will happen if another person gets your semen on them so be careful."

"I will."

"Thank you Ma'am." We said leaving the tree.

"It's good to be back." Natsu said.

"Hey Natsu?" I asked "Did you like being a girl?"

He thought about it "I'd be lying if I said I didn't like it. It was interesting and I kinda liked that body."

"Well since you can change back and forth it's no problem. Also you're still wearing my clothes so…"

"Oh!" Natsu said changing to Natasha.

_I'll never get sick of watching that change._

"We need to get you some outfits for your female body since you male clothes won't fit." I explained "Let's go shopping!"

* * *

><p>Natsu and I walked the streets of Magnolia. We decided if we saw anyone from the guild Natasha was just a friend I had made. We were keeping Natsu's new powers a secret.<p>

"First things first." I said pulling the man-girl towards a store "You'll need bras and panties."

Natsu was visibly embarrassed to be in the store. We got a booth and a consultant came in.

"Someone needs to be measured?" She asked and I pointed to Natasha

_I need to remember to call him Natasha to others. I can call him Natsu myself but others need to think he's someone else._

Natsu took off his sweater and his breast jiggled around. The woman took various measurements and said she'd be back.

"Don't worry I'll show you how to put a bra on." I said reassuringly.

The worker brought in a bra she said would fit Natsu and I told her I'd help the girl put it on.

"Whoa!" I yelled

"What?" Natsu asked.

"You're a G-cup. That's bigger than me."

Natsu covered his breasts in embarrassment "Oh."

"No It's okay embrace it don't be embarrassed you have a smoking hot body. Now let me show you how to get a bra on."

I took my shirt and bra off to demonstrate. Natsu held up her bra to follow along.

"First put your arms through the holes."

Natsu did that.

"Next reach back and connect the clasps."

Natsu struggled with this part but managed to get his arms back.

"Umm…got it."

"Alright now adjust the straps to make them comfortable."

Natsu straightened out the straps and his breasts jiggled around as he did.

"That feels right."

"There we go you're getting it." I complimented.

"Okay now reach in and make sure everything is where it belongs." I said adjusting myself.

Natsu fiddled around with his large breasts until I told him everything looked good.

"If you have to bend over to make sure they're in right. Alright smooth out where you need it and you're done."

"That's it?" He asked.

"Yep it's just a few steps. Okay you stay here and practice I'll go get you some more to try on."

"More can't I just have one?"

"No there are a few bras every girl needs."

"But I won't be a girl all the time."

"Yeah but it will be good to have spares. You'll need a few normal bras. You're active so you should own a sports bra and it won't hurt to have that one sexy number." I said walking out of the booth.

"Please don't get anything too embarrassing." He pleaded.

"Don't worry. You just stay in there and practice while I pick some out."

I wandered around the store looking at bras for Natsu.

_She'll need about three normal ones. A sport and a lacey._

I picked out the normal ones first. The one the worker had brought was a plain white one so I picked up and blue and a red one. I found a pink sports bra to match her hair and ended with a baby blue lacy number. I picked out matching panties for each one.

I headed back to the changing room and peaked in the door to see how Natsu was doing. I saw him put the bra on without too much trouble. After he had it on Natsu looked at himself in the mirror. He ran his hand through his hair, spun around and smiled.

_He looks happy._

"I'm back." I said letting him know I was here "Checking yourself out?"

"Oh…" Natsu blushed "Well if I have the ability to use this body I might as well get used to it."

"That's good. I like Natasha she's cute." I told him "Here try these on."

Natsu tried on the blue one and then the red one, they both fit great.

"Okay here try this." I said giving him the sports bra.

"This one's different." He said "How do I put it on?"

"It just goes over your head." I explained "Like a shirt."

Natsu put the bra on like a shirt and adjusted it.

"It fits you perfectly. Last one." I said handing him the lacy one.

"Lucy I said nothing embarrassing."

"Come on every girl needs that one special bra."

"Fine." Natsu grumbled taking the light blue bra.

He but it on and he looked gorgeous.

"Perfect."

I went and paid for the bras and brought the white one back to Natsu so he would have some support while we did the rest of our shopping. Next we went to a clothing store to get new shirts and pants. Natsu picked out most of his own clothes and went into the changing room.

The first outfit as just a tight shirt and a pair of jeans.

"I've always wanted to say this." Natsu said tuning around and looking over his shoulder "Do these make my butt look fat?"

"Yes but in a good way." I said.

Natsu tried on a few more outfits and I made him get at least one skirt. I tried to get him to try a dress.

"I'm not ready for that yet." he said "Just the skirt for now."

We went to a few more stores and Natsu bought a few different outfits. When we were in the last store I saw something Natsu just had to try on.

"Please Natsu." I pleaded holding the bikini up to him "You don't have to buy it just try it on."

I was holding a blood red two piece with a flame on the right cup. The top was big and would cover most of his breasts but still leave plenty to the imagination.

"Fine. But you're gonna have to show me how to put it on."

Natsu and I went into the dressing room. He got the bottoms on now problem and got his large chest into the cups.

"Lucy can you tie this for me?"

I knotted the strings behind his back and Natsu looked at himself.

"Hmmm."

"What do you think?" I asked.

"I like it…It's cute. Let's buy it."

We completed our purchases and had to carry multiple bags.

"Umm Lucy?" Natsu asked "Where am I gonna keep all this stuff. I can't have it at my house Happy will see."

"I hadn't thought about that." I said "Oh wait! The apartment next to mine just opened up. You can rent it out and use it as Natasha's house."

"That'll cost me a lot of money." He said.

"You built your own house and save most of the money from jobs you can afford it."

"I guess."

* * *

><p>We rented out the apartment in Natasha's name and got all the clothes sorted. Natsu had changed back to his male body while we got the things put away.<p>

"Any time you want to be Natasha just come here and get changed. Oh and here." I said handing him a bottle of pills.

"What are these?"

"Listen this is important. These are Birth Control pills. If you going to be Natasha you have to make sure you take them. I don't know what will happen if you get pregnant so you need to use protection."

"Alright."

"I'm going back to my apartment I'll see you later okay, and remember Natasha is a secret no one can know."

"I know." He said and kissed my "I'll see you later."

I headed back to my apartment and locked the door.

_Shopping was fun. I hope Natsu likes all those things we bought._

I walked over to the back wall and looked at a crack.

"**Virgo!"**

"Yes Princess?"

"Can you make a pin sized hole in the wall here?" I asked.

"Of course." Virgo poked the wall and a small hole formed "All done."

"It's perfect Virgo."

I gave her a kiss and sent her back to the spirit world. I looked through the hole and I could see into Natsu's room. He was walking around and sat on the bed that came with the apartment.

Natsu glowed and changed into Natasha. He took his clothes off and laid on the bed. He ran his hands over his body and when he hit his lower regions he put his fingers inside himself.

_He's masturbating as Natasha!_

I lowered my own hand down my pants and fingered myself as I watched.

"Ha….ha…ha…" Natsu was panting as he put his fingers in deeper.

"Keep rubbing yourself." I mumbled as I watched.

Natsu groped his large breasts as he rubbed his pussy.

"HAA!" Natsu hips went up as he orgasmed "HAAA!"

I felt myself cum with him and I bit my lip to stifle my moan.

_He loves this new form. I wonder if it will happen if I cum on other guys?_

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Please recommend who you want to see next.**

**Next Chapter Hint- It's raining its pouring.**

**I won't be able to update again till Sunday night at the earliest so I'll see you then.**

**Till later.**


	10. Chapter 10: Rain, Rain Go Away-Juvia

_Italics indicate thinking._

**PS- Juvia is the only person in my stories that I write with honorifics.**

* * *

><p><strong>Lucy's POV<strong>

For once I woke up without anyone else in my bed. At that moment I made a decision

_Today will be a day just for me. No one to bother me just Lucy time._

I decided to catch up some errands I had to run during the day. I went to the food store, got some new books, and cleaned my house. I made sure to do a good job on that last one because the apartment was starting to smell from all the sweat that had been produced in it these last few weeks.

I managed to get all those things done before lunch so I decided to treat myself and go to the café. The entire day I felt like someone was watching me but I never saw anyone.

I was sipping my coffee when I caught my stalker.

"I see you Juvia." I told the girl who was hiding behind a bush "Come on take a seat."

The blue haired girl took a seat.

"Why are you following me?"

"Are you cheating on Gray-Sama?"

"Huh?"

Juvia pulled out a photo "Why are you playing with Gray-Sama's affections."

The picture was from when Natsu and I went to the lake the other day.

_She followed us. Hope she didn't see into my apartment that night…_

"Natsu and I just went to hang out, as friends. Besides Gray and I aren't even dating so I can't be cheating on him."

"Likely story you blonde bimbo." Juvia said.

"I'm not a bimbo." I told her "Just because I have a hot body doesn't make me dumb. You're attractive does that make you dumb?"

"You think Juvia's attractive?" The girl blushed.

"Of course you have great looks. I liked it more when you had the curls but this look is cute to."

Juvia and I talked for most of the afternoon. I told her I was going to the public bath and invited her to come along. It took some convincing but I managed to drag the girl along. I knew I was going to have to be careful and kept my towel close to me while Juvia was in the bath with me.

Juvia entered the bathhouse and she looked stunning, the way her pale skin shined in the water, and her large breast staining against her towel.

_I wish she'd wear more revealing clothes. Those jugs are spilling out of that towel._

"Please don't stare, Juvia is embarrassed."

"Oh sorry."

Juvia and I washed up before heading home. She didn't see anything so I had no worries. We went our separate ways and I headed home. It was late so I headed right to bed. I tried to get to sleep but I couldn't get the images of Juvia's naked body out of my head.

_She's so sexy…I need her…I want her…I've gotten so ravenous when it comes to sex lately. I want to do it all the time…I've been taking the initiative more often lately. I think it's time I take Juvia into the fold…_

I got out of bed, threw some clothes on and ran out the door.

* * *

><p>I made my way to the girl's dorm and went to Juvia's room. I knocked and she opened the door, she looked sleepy.<p>

"Lucy?"

I pushed the girl in the door and crashed my lips into hers. She fought back against my kiss as I forced her back to the bed.

"Lucy! What are you doing?"

"I want you Juvia. If Gray doesn't want you I'll take you for myself."

I slipped my hand up Juvia's nightgown and towards her snatch.

"No!"

"You smell so good Juvia…" I said groping her breasts.

"Ahh!"

"Do you like this Juvia, you feel wet."

"No please! HAA!"

"You don't want Gray's little boy dick." I said sliding my shorts and panties off "You want Lucy's big girl dick right?"

"No…no…"

"I don't want to hurt you Juvia, who do you want. Me or Gray."

I rubbed her hole harder.

"Juvia wants…Juvia wants Lucy-Sama! Juvia is a lesbian. Juvia only says she like Gray so people will accept her. People in Phantom used to think Juvia's sexual preference was weird but Juvia doesn't care! Juvia want's a woman like Lucy!"

"Good girl." I had her sit up and I slid her nightgown off "You're so beautiful. I'm gonna have fun with you."

"Please treat Juvia like your plaything." She moaned as I kissed her breasts.

"Oh I will." I said sucking on her breasts "But first I have a few requests."

"Anything for Lucy-Sama!"

"You're gonna grow you hair out again understand."

"Yes! The curls Lucy-Sama loves!" She moaned louder as I played with her more.

"You're gonna start wearing less clothes. Show off your sexy body. I want you to be looked at but know you belong to me and no one else."

"Of course Juvia will play with the emotions of men! AHH! Please suck harder."

"Okay good and one last thing." I said biting her nipple "Suck my dick."

"If that is what you wish." She said laying down and quickly lubing up and taking my dick into her mouth.

"That's it. Turn around I want to taste that pussy."

I probed my tongue into Juvia and got a good taste of her juices.

Juvia stopped sucking "Not so fast I'm gonna! HAAA!"

Juvia rolled off me and turned over, rubbed her folds and juices squirted out of her pussy. Now I'm not talking dribbled out or something. She was a squirter, a glorified sprinkler.

"Juvia you can…" I licked the fluids off my face.

"Juvia has always been a squirter. It's a side effect of her magic."

"I like that. Now finish up my BJ so we can move on."

"Yes." Juvia said taking me back into her.

Her mouth felt like a shower. Hot, rough and wet. Juvia kept slurping and deepthrouting my cock as she sucked.

"That's it….Mmmmm."

"Please bless Juvia with you semen!" She said kissing the head.

"JUVIA!" I sprayed cum down the girl's throat and she somehow swallowed it all.

The girl rolled over and spread her legs.

"Please use Juvia."

I crawled up and rubbed myself over her entrance "I'm gonna fill you up."

I slowly slid into Juvia and wasted no time tearing through her hymen.

"AHH! Lucy-Sama!"

"You're so wet Juvia I feel like I'm about to slip out of you."

I started thrusting into Juvia and she moaned my name. Juvia rubbed her own clitoris while I fucked her sweet pussy.

"I'm close I'm gonna fill you up Juvia."

"No! Juvia didn't take her pills this morning!"

"So what?" I joked "I'll fill you up and have you pop out my baby."

"What?!" she screamed

"Maybe you'll get pregnant maybe you won't let's play a game of chance!"

"No don't!"

"Juvia I'm gonna..! AHH!" I felt cum start filling up Juvia's womb.

_I wonder if she will get pregnant._

"I might…get… pregnant..." Juvia said as I pulled out.

Juvia's eye's glazed over and a crooked smile crossed her face.

"Hahaha!"

"Juvia?"

"Hey Sexy let's have some fun." She said with a smirk "Let's rock!"

The girl pushed me down and inserted her dick back into me

"Oh Yeah that's it! I love a big fat cock. Fuck your groupie Lucy!"

_It's that succubus persona from the Tower of Heaven. Has this stayed inside Juvia, did my semen wake this side back up?_

Juvia sat there riding my cock and moaning my name.

"Come on harder Lucy!"

I moved my hips up to match hers and you could hear the bed creaking with every thrust.

"Ohh Juvia!"

"Yeah fuck me Lucy. Fill me up and get me pregnant!"

"You want to get pregnant?"

_Before she didn't_

"AHHH! YES!"

Juvia's walls tightened around my penis as she orgasmed and I kept thrusting.

"I'm gonna cum Juvia."

"Yeah! Do it!"

"JUVIA!" for the second time that night I filled the girl up with my fluids and she slipped off my cock.

"Damn that's good. Who knew a girl's cock would feel so good." Juvia said still in her aggressive persona.

She got off the bed and crawled onto the floor on all fours.

"Doggy Style?" She asked over her shoulder.

"Sure." I said joining her on the ground "I'm gonna keep cumming inside you right?"

"Sounds like fun!" She said as I guided my cock towards her butt.

_She has a sexy ass to. Big but not too large, it's kept so restrained in her dress you would never no it's so big._

I slowly pushed myself into Juvia's semen filled hole and entered her as she groaned.

"Oh yeah Lucy that's it! Fuck your succubus!"

Juvia rocked back and forth as I plowed into her on the floor. Her knees and palms were already turning red from the movements as we ran up against the carpet. I pulled Juvia's ass into my hips with every thrust. My balls were flailing around and slapping into my own vagina sending wave of increased pleasure through me.

"That's the spot, right there." Juvia moaned "More! I wanna squirt everywhere!"

I kept aiming for Juvia's sweet spot and driving into her.

"Pull out its coming!" She yelled falling forward as her juices squirted all over the carpet.

_That'll leave a stain._

I spanked her ass "I wasn't done yet bitch! Get up so I can finish. I'll have to punish you now."

Juvia's eyes returned to normal and she looked back at me confused "Lucy?"

I pushed my dick into her ass and Juvia screamed in pain.

"AGGHHH!"

"Ugh so tight!" I groaned as I thrust harder.

"What are you doing? Why are you in my butt?!" Juvia asked.

"You squirted and pushed me out before I was finished." I told her "I needed to teach you a lesson."

"I did what?"

_She doesn't remember the time when she was in her succubus persona? That explains why that side wanted me to get het pregnant. They have different personalities._

"Ohh Juvia." I pulled out of her ass and went back to her pussy "I'm gonna fill you up again and make sure you get pregnant."

"No! Juvia's not ready to be a mother!"

"FUCK!" I started filling Juvia up yet again and she began crying.

"No…no…no." Tears rolled down her cheeks "Juvia can't…she's too young."

I kissed the tears away "Don't worry if you do get pregnant I'll help you. So will all my other girls."

I helped the girl back into bed and spooned her. I slid myself back into her and we fell asleep in each other's arms.

_I wonder what will happen…_

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**As always suggest who you want to see next and this time let me know if you think Juvia should get pregnant or not.**

**Next Chapter Hint- "It's like were twins"**

**Regular updates should return tomorrow baring outside circumstances. Might not be every day because I have other stories to work on but we'll see.**

**Till next time.**


	11. Chapter 11: Look a Like- Lucy Ashley

_Italics indicate thinking._

**Bold is for attacks.**

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><p><strong>Lucy's POV<strong>

When I woke up the next morning I was still inside Juvia.

"Mmmmm. So warm." I mumbled adjusting myself.

I moved my hips back and forth a few times, exiting and entering Juvia and woke the girl up.

"Lucy?"

"Good morning." I said moving a little faster.

"I'm so tired." She mumbled.

I started thrusting into Juvia rapidly while she just laid there and took it like the plaything she had become.

"Lucy-Sama~" she moaned my name as I drove into her more and more.

"You're so tight Juvia." I told her "I fell asleep inside you it's so comfortable. I filled you up so much last night…I wonder if you got pregnant."

"Juvia hopes not. She's not ready for that yet."

"I'm gonna cum inside you again." I groaned "Then we'll pick out a sexy outfit for you to wear today."

"Lucy-Sama wants to play dress up with Juvia?"

"You'll be my little doll understand. You're my plaything now." I said getting close "Juvia!"

I came inside Juvia and she mumbled about getting pregnant.

_I guess we'll know soon enough._

Juvia went and got cleaned up while I caught a few more Z's. She came out of the shower and asked me what I thought she should wear.

"Start trying things on I'll tell you when to stop." I told her.

Juvia went into her closet and changed in to various outfits. The whole time she gave me this little fashion show I laid in bed masturbating to her cute outfits.

Juvia stepped out in a short sundress.

"No too dressy."

Next she came out in bikini top and a pair of jeans.

"Too much like Cana."

Finally she stepped out in the best one. A V-neck T-shirt that showed an ample amount of cleavage and a pair of spandex pants that accentuated her large bum.

"Lucy likes." I groaned as I jacked off "That's the one."

Juvia played with her arms "Juvia is embarrassed."

"Good." I said standing up "Every time someone looks at you, you'll think about how I made you wear that slutty outfit."

"Juvia…doesn't want to…"

"Are you talking back to me?" I asked her rubbing my hand over her large rump "These tights make you ass look even bigger, it's like a shelf."

I squeezed the water woman's butt and she moaned.

"Now if you're done complaining. I have something you need to take care of."

Juvia dropped to her knees and began giving me a hand job.

She went to take me into her mouth when I stopped her "Only use your hands."

Juvia slid her hands up and down my penis and brought me closer to my climax.

"Just a little more Juvia." I moaned "I'm gonna cover you pale skin in a white snow."

"Please cover Juvia in you cum."

_Her hands are so soft…_

"Ha! It's coming!" I started spurting out jizz and covering Juvia's face and breasts in my seed.

"Juvia feels so sticky." She pouted cleaning herself off.

"Get cleaned up so we can go to the guild." I told her picking up my clothes "I want to see everyone stare at you."

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><p>Needless to say everyone was shocked my Juvia's new look. Gray even looked a little amazed at her new style. Unfortunately Juvia was so embarrassed she wouldn't leave me side and followed me around the guild all day.<p>

"Juvia just go do something." I nearly snapped "Stop following me."

"But Lucy-Sama…"

"No buts just leave me alone for a little okay."

The woman wandered off, I stared as her large ass bobbed up and down as she walked.

"Damn…" I groaned "So hot…"

I took a seat near Cana and Levy.

"What's with you?" Cana asked.

"Juvia won't leave me alone. I knew she was clingy but this is insane."

"Did you two..?" Levy asked.

"Yeah last night. I'm the one who told her to wear those clothes. She's submissive so it wasn't too hard to get her to do what I wanted."

"Jeez Luce you've been on a tear lately." Cana said "You went from virgin to sex fiend in no time at all."

"I guess I have." I shrugged "It's just so…I don't know how to describe it but having all these girls coming around to fuck me is kinda fun. It's like I have my own little harem."

"I guess you do." Levy said "adding Juvia that brings the girls you've told me about up to six. Cana, Erza, Mira, Me, Sherry, and now Juvia."

_That's right I didn't tell Levy about Angel or my spirits. And no one knows about Natsu._

"What are you guys talking about?" Wendy asked.

"Adult stuff." Cana told her.

"Maybe we'll tell you when you're older." I said.

"Oh…okay." Wendy walked off depressed.

_I wish she was older…I guess I'll just have to wait a few years._

Not long after that Mira and Elfman left the guild despite the downpour outside.

"Where's she going?" I wondered aloud.

"It's the anniversary of Lisanna's death." Cana explained "They tend to spend a lot of time at the church around now…"

"Oh I heard about that girl. I saw a picture of her in Mira's house." I said "She was cute. I would have liked to meet her."

"You remind me of her." Cana said "In a few ways. Mostly how you get along with Natsu."

I sighed and flopped down on the table "I wish something interesting would happen."

"We can go make something interesting." Cana said with a wink.

"I'm too tired…"

_I really do want something exciting to happen._

Just as I thought that I was blinded by a white light.

* * *

><p>So a lot of interesting things have happened since I arrived in this 'Edolas'. I got attacked by a bunch of weirdoes and eventually I was able to meet up with Natsu, Wendy and myself.<p>

Yeah that's right I met me, or the Edolas version of me that is. At this current moment in time the four of us, plus Happy and Carla are in a hotel room settling in for the night.

"I'm gonna go take a shower." I told them.

I went into the bathroom but when I went to close the door Lucy Ashely was in the way.

"Can I help you?"

"I have a question." She said.

"Okay." I said confused.

"Well we're both the same…I was wondering if…if you…have a…you know."

"A dick?" I pulled my clothes off "Yeah. I take it you do as well?"

She slid her leotard to the side and her penis fell out "Yeah."

We were both naked and I realized we looked identical. The same curves and blemishes, out dicks were even the same length.

"So have you ever used yours?" she asked me.

"Yeah a few times. You?"

"Yes but Levy wasn't too happy about having to share with some of the other girls."

_I hope none of my girls get to jealous._

"I see." I climbed into the shower and started washing myself "You're already naked you might as well join me."

Lucy Ashley was a little hesitant but she entered the shower with me. I cleaned my body and as I did my lower parts I realized I was getting hard, and so was Edolas me. She slowly caressed her own dick and started masturbating.

"What are you doing!?"

"Relaxing." she smiled "Come on you look stressed. I don't mind you rubbing one out."

I was stunned she'd do that so willingly in front of me.

"Go ahead." She said taking my hand and placing on my dick.

I slowly moved my hand back and forth. The two of us stood in the shower looking into each other's eyes as we jacked off.

"This is so hot." She said leaning in.

"I feel so good, jacking off to myself."

Edo-Lucy leaned in and we started kissing as we rubbed our own dicks.

"Lucy…" we moaned each other's names.

"I'm gonna cum soon." We both said.

We broke our kiss and turned towards each other increasing the movements of your hands.

"I'm Cumming!"

"Me too!"  
>We both blew our loads and they collided in the air and splattered everywhere in the shower.<p>

"That was so good." I moaned leaning against the wall "That's the best solo job I've had in a long time."

Ashely reached over and started rubbing my dick and placed my hand on her penis.

"Let's do each other."

We started jacking each other off as the water ran down our back.

"I'm rubbing my own dick, but I'm not!" Edo-Lucy yelled.

"This is so weird." I said moving my hand faster.

"Faster Lucy!"

"You too." I groaned as we gave each other hand jobs.

"I'm getting so close!"

"Me too!"

We rubbed each other faster and blew our loads all over the shower floor.

"That was incredible." Lucy Ashely said sliding down the wall.

"Yeah." I said moving in front of her "Wanna do more?"

"Sure. You go first."

I lined myself up with her hole and pushed myself in.

"It's so big! This is what it's like from the other side!"

"This is your first time?"

"Yeah and it feels so good!" she said as I pushed into her.

I felt myself push through her virginity and she yelped.

"Keep it down you don't want the others to hear."

"Sorry." She said as our breasts smashed together.

"You're so tight."

I thrust my hips a few more times and saw her dick flop around with every movement. I could feel her girth pressed between our stomachs.

"I'm getting close!" Edo-Lucy warned "AHHH!"

I felt my stomach get coated in her semen as I continued to move into her.

"I'm almost there, can I cum inside you?"

"Yeah go ahead." She moaned.

"Fuck! HAA!" I felt Lucy Ashely's pussy start to fill with my semen.

"It feels so good!" She yelled.

After a few second I got up and leaned against the wall facing Lucy. She walked up and rubbed her dick over my hole.

"Alright." She went into me but was stunned to see I wasn't a virgin.

"Wait you're not!"

"Don't worry about that just start fucking me!"

"Yeah." She started lifting me up and down against the wall and my dick smacked into my torso with every bounce.

"Oh Yes! This is so hot! My dick feels so good slapping into me while I fuck myself"

We slammed our hips into each other multiple times as I got closer and closer to my breaking point.

"I'm close. I want my own cum inside me!" I moaned.

"Damn your feisty! I'll fill you up all you want!"

_My own dick feels so good!_

"Here it comes!" She warned.

I felt my walls clench as I climaxed and Lucy filled me with her seed.

"Ohh!"

"What the hell is all this noise?!"

We both looked over at Natsu, Lucy's dick still inside me.

"Natsu!"

"This isn't what it looks like." Edo-Lucy begged.

I winked at Natsu "I was just showing Lucy a good time. Maybe Natasha wants to join us?"

"Who's Natasha?"

"I guess, but keep it down Wendy can't come in here."

Natsu glowed and morphed into his Female form. He stepped into the large shower and got on the floor between us and started giving us both handies.

"What…How?!"

"That's magic." I told her as Natasha swallowed my cock.

"You guys have incredible magic." She said as the girl switched to suck the other dick.

Natasha rubbed both our dick and then took both them into her mouth.

_Holy crap when did she get so good._

"Come on you two." She cooed "Cum for me." She looked at Edo-Lucy "You have to get past this part if you want to try my sweet pussy."

"HNGH!" Edo-Lucy blew her load all over Natasha's face.

"Whoa!" The pink haired girl was surprised to get jizzed on "Come on Luce you to."

"Just a little more I'm close I want you to have both of us on you."

She picked up the pace on her movements.

"HAAA!" I spewed and added to the cum covering Natasha's face.

"There it is!" She licked her lips "I haven't gotten a taste of this in a while."

I laid down on the tiles in the shower and Natasha lowered herself onto my dick and laid down to kiss me.

"You're still so tight." I told her.

Edo-Lucy got behind the girl and rubbed up against her butt.

Natasha turned her head "I've never had it there so be gentle."

The other blonde slowly pushed into Natasha's ass and the girl moaned.

"Both my holes are filled! I feel so stuffed!"

The two of us started plowing Natasha's holes and making her moan loudly.

"You're so warm."

"Your breasts feel so good." I told her.

"You're both so big I feel so good. Fuck me harder!"

The two of us kept fucking Natasha as she moaned out our names.

"LUCY!"

I could feel myself getting close to orgasm.

"Did you take your pill?" I asked.

"Yeah I want to feel your warm cum inside me. Fill me with it!"

"NATASHA! I'm cumming!" For the first time I started filling the girl's pussy with my hot jizz.

"Me too!" Lucy yelled as she started filling up the girl's anus.

"Mmmmm!" Natasha moaned as the warm fluid started dropping out of her.

Edo-Lucy stepped forward and went right at Natasha's snatch. She didn't say anything she just plowed into the woman. Natasha wrapped her massive breasts around my dick and gave me a blowjob at the same time.

"Ohh!"

"Fuck!" Lucy Ashley came inside Natasha's hole and I busted a nut in the girl's mouth.

"Yummy!"

After a few minutes Natasha turned back to Natsu and left the bathroom. Lucy and I got cleaned up and headed back out into the main room. We cut Edo-Lucy hair so the two of us would look different and packed it in for the night.

_If that's what the girls feel when I fuck them… Ii must say I'm quite impressive._

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Please suggest who you'd like to see in the future.**

**I don't know where this idea of Juvia being Lucy's submissive pet came from but I kinda like it.**

**Next Chapter Hint- If you read my other Fairy Tail story you know the next chapter will have my dream threesome.**

**Till next time!**


	12. Chapter 12: Erza Vs Erza- Knightwalker

_Italics indicate thinking_

"**Erza" will refer to Erza Scarlet. Erza Knightwalker will be called "Knightwalker".**

* * *

><p><strong>Lucy's POV<strong>

Apparently Edo-Lucy is into one night stands because when I woke up the next morning she was gone. After that a whole series of events happened and now I'm tied up in a cell.

"Stupid Exceed queen, getting to deciding who lives and dies." I mumbled to myself.

"Well you've done your homework."

"Erza! Is everyone else okay?"

"Yeah they're fine."

I let out a verbal sigh "That's good."

"Why are you making that face? You do understand the situation you're in correct?"

"Ah yeah." I came back to my senses "You may look and sound like her but you're not my Erza. In my world you're strong and cool, a little scary but everybody relies on you, but you're also girly and like to act sweet sometimes."

This bitch grabbed my hair and started dragging me through the hallway.

"Ow!"

"I am not your Erza."

"But I have this feeling you're like her. Please I have to help my friends!"

She lifted me up with her spear and dangled me over the edge.

"Erza wouldn't do something like this!"

"You're Erza might not but I most certainly will. I love watching you suffer."

"Don't say things like that with Erza's face. She's kind and sweet. She's a bitch but not in the same way as you!"

"What?"

_Maybe I'll get her to comply_

"In my world Erza's my bitch…you're Erza so that makes you my bitch to. Get on your knees bitch."

"Shut your mouth. Die!"

The woman flicked her spear and I started falling.

_Bitch…_

* * *

><p>After Happy and Carla saved me we went off to save Natsu and Wendy. Gray and Erza showed up not to long after that and we began to fight back. We split up to look for a way to save our friends and I ended up in a pretty cute outfit. After Mystogan sent the lacrima holding our friends back to Earthland we had to split up to protect the Exceeds.<p>

I somehow ended up in the middle of a fight between the two Erza's. While I cowered in the corner the two went all out and nearly destroyed the island they were fighting on. They eventually ended up in a crater and called it a draw.

I took a seat next to my Erza "You need anything?"

"No I'm good."

"You…" Knightwalker gave me a look "You said Erza was your bitch, what did that mean?"

I looked over and saw Erza blushing at the statement.

"It means she's mine. She uses her body to relive my…urges."

I looked at Erza's torn outfit and started getting hard. I walked up to my Erza and moved my skirt over.

"I think I have a few urges right now…"

Erza sat up and moved my panties freeing my dick. She started stroking me.

"What are you two doing?!"

"I'm taking advantage of my Erza's benefits." I turned Erza so Knightwalker could watch "Just think this could be you."

Erza took off the scraps of clothing she had left and took me into her mouth.

"You taste as good as last time." Erza complimented.

"And your mouth is as warm as last time."

Erza sucked my dick for a while Knightwalker watched.

_Two Erza's…_

"Erza I'm gonna!"

I exploded in Erza's mouth and she swallowed most of it. After that I walked over to Knightwalker.

"You're Erza too, it's your turn."

"Like I'd ever to that." She said turning away.

I rubbed her breasts through her leotard.

"Come on. It won't hurt to try will it. Are you gonna let Scarlet upstage you?"

The line about my Erza being better must have set her off because she turned right around and started stroking me.

"There we go." I ran a hand through her short bob "I never thought Erza would look so cute with short hair."

Erza came up behind her and unzipped her leotard and started slipping it off Knightwalker.

"Let's settle this fight." Erza said "Whoever pleases Lucy more will be the best Erza."

Knightwalker smirked "sounds fair enough."

Knightwalker inhaled my cock and started sucking. Erza came up beside me and untied my top and started squeezing my breasts.

"They're so soft Lucy."

I turned my head and started to kiss Erza. I put my hand on Knightwalker head and started to push her forward making her deepthrout me.

"Come on you're falling behind." I told the woman.

She quickly increased her speed as Erza came up behind her and rubbed Knightwalker's pussy.

"We have such a cute body."

"No fair you're cheating." Knightwalker said.

"I'm close Knightwalker."

"I'm gonna win!"

"HAA!" I exploded all over Knightwalker's face.

"You haven't one yet." Erza tackled the girl and started licking the cum off her face.

_The two Erza's are kissing each other and fighting over me!_

Once they had cleaned each other than tackled me and started fondling my body parts.

"You two are wild!"

"I'll show you I'm the best Erza."

"No I am!"

Knightwalker started kissing my neck while Erza started pushing me into her.

"So big!"

Knightwalker turned around and sat on my face. I got the hint and started licking her pussy.

_They even taste the same!_

Erza kept bouncing up and down, I couldn't see since Knightwalker wouldn't get off my face.

"Lucy~!" Knightwalker moaned as I felt her body shiver with an orgasm.

She fell off my face and laid down.

"Ha! You came already!" Erza taunted.

Knightwalker went over and pinched Erza's nipples.

"You must be getting close Erza…Come on!" Knightwalker taunted.

"Don't rub them like that. You'll make me…HAA!"

Erza's pussy tightened as she climaxed.

"Ohh Erza!"

Knightwalker pushed Erza off my dick and laid down smashing our breasts together. She lined my dick up and pushed it inside her.

"Ohh Fuck!"

"You're just as tight as Erza."

Knightwalker leaned down and started kissing me.

_Her lips area as sweet as Erza's_

"Mmmmm"

Erza crawled up and slapped Knightwalker's ass

"I think yours is a little fatter than mine. You should get in shape"

"I am not fat!"

I reached back and squeezed the butt "They feel the same" I grabbed her breasts "Knightwalker might be a little plumper…"

Knightwalker rolled her hips a few times "Cum for me. Prove I'm your favorite Erza."

"Lucy will always like me best!" Erza said biting Knightwalker's neck.

"You bitch!"

"Oh Knightwalker I'm close."

"You have to pull out Lucy!" She said "I have a job I can't risk having kids!"

I went to move out when Erza pushed Knightwalker back down "I don't think so!"

"No stop!"

"HAA!" I came inside Knightwalker.

I felt my cum dripping out of her as I pulled out.

"You bitch what if I get pregnant!"

"Then we'll make a good mother." Erza told her.

I rolled Knightwalker over and went back inside her "I find it much more attractive when I'm allowed to cum inside."

I thrust into Knightwalker more and more while Erza kissed and sucked her breasts.

"I think the contest is over." Erza said "Now it's a contest to see how much cum you can hold."

"This sounds like fun." I said.

"What are you two doing?!"

"I don't think Juvia will get pregnant. Maybe you'll be the lucky one."

"What the hell!"

I kept slapping my balls into Knightwalker.

"I wonder what happens if someone from Edolas has a baby with someone from Earthland. Maybe you'll be the first. It might bring natural magic to this world."

"Magic?"

"I suppose it's possible." Erza said

"Let's find out! UGH!" I came inside Knightwalker again "I'll fill you with so much cum you'll defiantly get pregnant."

"If this can bring magic to my world do it!" She said suddenly changing her mind "I'll do whatever it takes! Fuck me till I can't move! Fill me with your seed!"

"You're so naughty Erza." Erza told her.

Knightwalker got on all fours and started eating out Erza while I came up from behind and penetrated her womanhood again.

"Ha…Ha…Ha!" I moaned as I plowed Erza.

"Lucy!" I felt her tighten up again "You dick feels so good!"

"If you're gonna lick, lick faster." Erza said pushing the shot haired woman into her crotch.

Knightwalker mumbled about getting knocked up while licking Erza.

"AHHH!" I filled up her womb even more.

"So warm!"

I fell out of Knightwalker as cum poured out of her. Erza got up and wrapped her breasts around my cock "Leave some for me."

Erza started tit fucking me and it didn't take long for me to cum all over her breasts and she licked it off. Erza and I both started feeling weird and quickly got changed before we started floating away.

"I guess you two have to leave." Knightwalker said.

"We'll see you again I just know it." I told her "If you do get pregnant please be a good mom, I hope I was able to help."

"Thank you!" Knightwalker said placing a hand on her stomach "You might just save this world."

* * *

><p>We got spit out back in Earthland. We met up with the Exceeds who were also sent here. Gajeel managed to get himself a cat and Lily said he had found someone suspicious walking around.<p>

Lisanna, Mira's little sister.

_She's cute. She defiantly is Mira's sister…Sisters…I wonder?_

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Next Chapter Hint- It's November, the Christmas season is approaching.**

**Till next time!**


	13. Chapter 13: Broken Down-Evergreen

_Italics indicate thinking_

* * *

><p><strong>Lucy's POV<strong>

We had a big party since Lisanna was back. I had fun till Natsu punched me in the face. When I final made it back home I wasted no time getting into bed and getting some sleep.

I couldn't help think about Lisanna while I was trying to get to sleep.

_Mira may be the model, but Lisanna could be one to. Mira's the sexy one. Lisanna is cute. She defiantly has the whole little sister thing going for her._

Now I had thought about maybe getting Mira to help me bring Lisanna back here but she had just come home after being gone for years so I thought it was best to wait.

Somehow when we got back Juvia's hair was back to curls. How she grew it so fast don't ask me, but she did still have on the clothes I had picked out. Not much else had changed, Ever had let her hair down instead of having it tied up.

_Evergreen…She's cute, kind of bitchy though._

* * *

><p>The next day at the guild I was sitting around with Erza and Juvia talking about random stuff. I was keeping Juvia close and running my hand over her thigh and back making her shiver and pant in her seat.<p>

"Lucy-Sama…"

One of the people I had been thinking about last night walked up to us.

"Hello Evergreen."

The brown haired woman walked up to my table and asked to talk to me. I followed her outside into the forest.

"What's up?"

"What did you do to Juvia?" she asked.

"What are you talking about?" I asked.

"I heard her talking to you in her room the other night and now she's acting strange, changing the way she dresses and hanging around you. What did you do to her?"

_She's catching on…what do I do? Should I come clean and tell her I made Juvia into my lapdog or do I make up and excuse?_

"Umm…I"

"You know it seems like a lot of the girls from the guild have been acting strange around you. Cana, Erza, Mira even Levy…I want answers Lucy."

_Shit! Shit! Shit!_

"Now!"

"Uhh…" I just stood there shaking.

Ever pressed me up against the tree, her breasts pressing into mine. Her hand shot down and grabbed my crotch.

"I thought so…just what are you?"

_How does she know?_

She flipped my skirt up and looked at me.

"What the hell…"

I pushed my skirt back down "Don't do that. What if someone was watching?"

"It all makes sense now; all those girls are your harem."

"What no!" I said "They never said that! I may have had sex with them but they're not my harem."

_Although that would be awesome._

"So you did!"

"Uhh…well you see." I looked down and saw right into Ever's deep cleavage.

_Come on not now…_

I accidently let out a verbal groan and Ever realized what I was doing and backed away.

"Ewww!"

"Sorry…" I mumbled "you just…well yeah…"

"You used that thing and turned them all into your slaves!"

"They are not my slaves." I told her "Well Juvia kinda is." I mumbled after.

"I can't believe they could all be seduced by a freak like you!"

_A freak…_

I walked closer "None of the other girls called me a freak. I recall them telling me how much they loved me."

I pinned Evergreen against a tree.

"I broke Erza and Mira. Hell I even broke a member of the Oracion Sies. Don't think I can't break you Evergreen."

"What are you…?"

"You said I had a harem right. You know so much I think you'll make an excellent addition."

Ever tried to get her glasses off and I kept her hands down.

"Where's the fun if you do that?"

"Lucy…just let me go and I won't tell anybody. You can do whatever you want to the other girls."

"I don't think so. **Virgo!"**

"Yes Mistress?"

"Blindfold her."

"Of course." Virgo wrapped a cloth around Ever's eyes "Will that be all?"

"Yes thank you. Stop by tonight for a reward."

"Thank you Mistress."

"Even your spirits, you're sick!" Ever said

"Just relax Ever." I said sliding her coat off "I'll make you feel good."

_I have to break her; I can't risk her telling people._

I kissed her neck "Don't bother trying, that Blindfold won't come off."

"You bitch!"

"You smell delicious."

I squeezed one of Ever's large breasts.

"Ha!"

"See you like it." I cooed.

"No I don't. Let me go."

I felt her nails digging into my back.

"Keep struggling and I'll make Virgo come and tie your hands. I was nice enough to let you have them. So just sit here and enjoy it."

I pulled Ever's dress off and got naked as well.

"You look great." I told her "Shame you can't see my body. I think you'd like it. But I can't trust you to not turn me to stone so too bad…"

"I can't believe this!"

I moved Ever to her knees and moved my cock closer to her mouth.

"Say Ahh."

Ever kept her mouth clamped shut.

"Come on it'll be over faster if you just comply. I don't want to force you."

"Force me what do you call this?!" While Ever's mouth was open I shoved myself in.

"MPHM!"

"You don't have to see to know what that it right."

I moved Ever's head back and forth forcing her to blow me.

"So have you come around yet?" I said sliding out of her mouth.

"Fuck you…" She spat.

"You're worse than Angel was, you'll take a lot of work." I smirked "I'm gonna enjoy this."

I pushed Ever's breast around my cock and started thrusting into her cleavage.

"Hey! What are you doing?! Stop that!"

"You have such nice breasts. I feel like I'm between two big marshmallows." I told her.

"No Stop it!"

"I'm gonna cum Ever. I'm gonna cover you face!"

"Don't you dare!"

"HAA!" I blew my load and covered Ever's face in jizz.

"AAHHHHH!" the woman let out a high pitch scream.

I shoved my dick in her mouth "Keep your mouth shut you bitch. I don't need the whole guild back here."

I pulled out of her mouth and dragged her deeper into the forest. I put her down in a small field in the forest.

"How's it feel to be covered?" I asked her.

"Screw you. When I get out of here I'll tell the council and Master and everybody."

"I think I'll change your mind." I said sliding into her.

"AHH!"

"Nice and tight." I smiled "Just how I like it."

"No! Get out of there!"

I thrusted into Ever a few times.

"Stop it!"

"You so tight Ever." I said "My big cock barely fits."

"Help!"

"No one's coming to help you." I told her "Just give in and become mine."

"Let me go!"

"Better hurry up Ever I'm getting close. If you don't want me to cum inside you you'll have to ask."

"Don't you dare do that inside me!"

"Then just give in and I'll pull out. I always give my girls what they want."

A strained look crossed her face.

"Just say one sentence. 'I'm yours Lucy' that's all it takes."

"Ahhh!" I felt Ever's pussy clencth in climax.

"Hurry up I'm almost there."

"No get out!"

"Say it then!"

"P…Please Lucy pull out! If you do I'll be yours forever!"

"That's it!" I smiled.

_She's been broken. _

I pulled out and came all over Ever's stomach.

"Lucy~ it's so warm…"

I untied Ever's blindfold. She stood up and kissed me.

"Thank you."

"For what?" I asked.

"Showing me what I was missing out on."

"It was my pleasure." I said as she stroked my cock.

Ever laid back and spread her legs.

"Again?" she asked.

"We're not even close to finished." I told her as I entered her "Look me in the eyes this time. I want you to see the face of your lover."

"I wouldn't have it any other way." She smiled as I thrust into her.

"We can't stay out here to long someone might come looking." I informed.

"You said no one was coming." She pouted.

"We can always go back to my apartment after this." I smiled "No one will bother us there. The other girls know better than to interrupt me when I'm with someone else."

"Who…Ah!...Who else is in this little harem you have? AH!" Ever moaned out her question.

"You, Cana, Erza, Mira, Levy, Sherry from Lamia Scale, Aries & Virgo. Juvia too but she's my special plaything."

"A sizable group. HAAA!" She said as she climaxed.

"I'm close Ever."

"You can stay inside it's safe." She said "I just panicked earlier.

"EVER!"

"Oh! Lucy!"

I jizzed inside Ever's tight pussy.

"One more time?" she asked rubbing my breasts.

"Give me a sec to get hard again."

_Normally I'm quick but I still need a few seconds._

"I'll take care of that." She said as her eyes glowed.

Instantly I was rock hard again.

"Stone eyes are good for a lot of things." She explained.

Ever hopped up and wrapped her hand around my neck and her legs around my waist.

I groaned at the sudden shift in weight.

_It's way heavier than it was when I did this position with Levy._

Ever started bouncing up and down as I held her up. Our hips made load smacking noises as she hopped.

"Mmmmm…So big." Ever moaned

"It feels so good Ever!" I moaned "You're so tight. The shift in weight every time you move feels so good!"

"Fuck Lucy! I want more!"

"I can't fit anymore in!" I told her "Your pussy is just too small for my big dick!"

"Ahh! Please more cock!"

I pushed a little harder and managed to squeeze more meat into Ever.

"OH YES!"

"Shit Ever!"

"Ha…Ha…Ha!" Ever moaned "I'm so close Lucy!"

"Me too!" I warned "Cum with me Ever."

I felt myself start cumming.

"EVER!"

"LUCY!"

I pulled out of Ever and she slumped to the ground.

"I can't believe I tired resisting."

I saw that the sun was setting.

"Get dressed so we can go back to my apartment, it's gonna be a long night."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**As always suggest who you want to see next.**

**Next Chapter Hint- Hey Little Sister (Insert Hook from White Wedding)**

**Till Next Time**


	14. Chapter 14: Sister Sister-Lisanna

_Italics indicate thinking._

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><p><strong>Lucy's POV<strong>

When I woke up I was surprised to find my bed was empty. I was sure I had brought Evergreen back here last night. I was naked and I only sleep naked when I fall asleep after sex.

_I thought Virgo came by to?_

"You like that don't you, you skank."

_Ever?_

"Please punish me more Mistress Evergreen."

_Virgo?_

I opened my eyes and saw Virgo on the floor being groped by Evergreen.

_That's right! Virgo came by for her reward and it turns out her and Ever have similar tastes._

"Did I tell you, you could speak? Lick don't talk."

"Yes Mistress."

"I said no talking worm."

Ever was lying back with her legs spread and Virgo licking her pussy.

"You to look like you're having fun." I said.

"Princess!"

"Lucy!"

I walked up and wasted no time penetrating Virgo.

"HA!"

"It's rude to start without me. You've upset your Mistress Virgo."

"Please punish me for my unfaithfulness!"

I thrust my hips into Virgo again and again.

"Ohh~!"

"Lick more." Ever cooed squeezing her own breasts.

"Virgo you've been alive for centuries how are you still so tight?" I said forcing my big cock deeper.

"I can change to fit my master's needs, AHHH! You like tight girls so that's what I made myself! Would you like me to change more, Larger breasts or longer hair? You can pick how I look. AHH! I'M CUMMING!"

"Did Lucy say you could cum?"

"I'm sorry! Punish me more!"

"You're fine the way you are Virgo I'd tell you if I wanted you to change."

Virgo kept eating Ever while I pounded her from behind.

"VIRGO!" I came inside Virgo and the spirit stopped licking Ever.

"Thank you…"

I pulled out of Virgo and got cleaned up.

"Virgo you need to be punished for cumming to early." I told her "You can spend the day being Ever's plaything."

"Yes Mistress."

Ever took Virgo back to the girl's dorm to 'train' her.

* * *

><p>I was sitting in the guild talking with Mira when Lisanna came up to me. The three of us talked for a while but Lisanna seemed awkward the entire time.<p>

"It's getting late I'm going home." I told them.

I arrived back at my apartment and got ready for bed when there was a knock at my door.

"Lisanna?"

"Hi."

"You need something?" I said.

"We need to talk about something." She said.

I took a seat and the white haired girl played with her fingers.

"Um…I was hoping we could be friends."

"Of course we're already friends." I told her.

"I was pretty good friends with Edolas Lucy."

"Well I'm sure we can be good friends to."

She shook her head "I should be more specific. I was more than just Edo-Lucy's friend."

I looked at the girl confused.

"I was her lover."

"Uhh…"

"Lucy…are you like her? Do you have a penis to?"

I looked at the short haired girl and blushed "Yes."

"Oh good." She let out a breath.

"Huh?"

"I was worried I wouldn't be able to get any relief here." She turned around and shook her butt in front of me "I'm ready whenever you are."

"Lisanna what are you!" The girl kissed me.

"I was one of Edo-Lucy's favorites." She said "Let me show you why she liked me so much."

"Lisanna we…" I tried to speak but she kept kissing.

"Please I'm quivering over here."

She lifted my tee-shirt and freed my breasts.

"They're just as big."

She flicked her tongue over my nipple making me gasp. I pushed her head harder against my breasts making her moan.

"So tasty." She said before standing up and getting undressed.

Lisanna got on all fours and shook her butt at me "Come on…"

I walked up and went to enter her.

"No not that." She said "Spank me."

"What?!"

"Edo-Lucy used to knock me around when we did it. Please spank me, spit at me, do nasty things to me."

"Lisanna I'm not into that." I told her.

"One slap, choke me out, come on do something!"

"Lisanna I…"

Lisanna took my hand and rubbed it over her butt.

"I need this." She said "My little booty needs to be all red."

I cringed, pulled my hand back and spanked her.

"Oh Yes! More! Give me another!"

I cringed and did it again.

"Again! Spank me more!"

_She's sick!_

Every time I slapped her butt it jiggled around and she asked for more.

"Lisanna I think that's enough."

"One more please. I need to feel the sting!"

Her ass had gone from pale white to beat red over the last few minutes. She kept begging and despite my better judgment gave her one more.

"AHHH! YESSS!"

_Did she just orgasm from a spanking?_

I moved back on the bed and Lisanna laid down on her stomach and I moved myself towards her entrance.

"Put that big cock in me." She said "Stretch me out. Make it hard to walk."

_She's a total masochist!_

I pushed into Lisanna and she groaned.

"Mmmmm Fuck it's so big!"

"You're awfully tight." I told her.

"Edo-Lucy rarely went for where you are. She preferred to punish my butt more."

I smashed into Lisanna and she moaned with every thrust.

"Hit me!"

"No."

"Please Lucy! Hit me!"

"I don't want to hurt you."

"It's fine I love it! It makes me feel good! Beat me!"

I cringed and grabbed her hair while I fucked her.

"YES! Pull harder!"

I pulled back and moved so Lisanna so she was on top. She rolled her hips and moaned.

"Pull my arms back! Twist me like a pretzel!"

"Lisanna stop I'm not doing that."

"Uhh! Fine just fuck me!"

There was a creaking noise and I looked over and saw my front door open.

_I didn't lock it!_

Lisanna quickly got off my cock and covered herself with a sheet "Mira!"

"What are you two doing?" Mira asked.

"Mira this isn't what it looks like" Lisanna pleaded.

I just blushed when Mira looked at me.

"No I mean why did you stop." She said.

"Huh?"

"Don't mind me keep going I'll be in the kitchen if you need something."

Mira walked off into the kitchen. Lisanna moved and went to get off the bed.

"Where are you going?"

"I think it's best for me to go." She said.

I pulled her back to the bed and went right back inside her.

"She said to keep going so were gonna keep going." I told her.

"Lucy!"

"That's it moan so your sister can hear you being fucked."

"OH!"

The bed creaked and groaned with every one of my thrust.

"Pull my hair! Please!" Lisanna yelled.

I sighed, grabbed a handful of her white locks and tugged.

"HAA!"

"Mmmmm." I looked over and saw Mira sitting on the couch fingering herself while watching Lisanna and I have sex.

_That's so hot!_

I kept fucking Lisanna while she asked me to hit her more and more. I kept denying her request because I found it wrong.

_I don't want to hurt her. Virgo likes to be punished but not like this._

"OHH! LUCY!"

I felt Lisanna's walls tighten as she climaxed and sent me over the edge.

"LISANNA!"

I ejaculated inside Lisanna and after a few second I fell out of her.

"So good!" Lisanna rolled over "Will you hurt me now?"

"No Lisanna!" I told her.

"You're a naughty girl Lisanna" A naked Mira said walking to the bed "To think a few years in Edolas turned you into a submissive slut."

Mira grabbed Lisanna and bent her over her knee.

"Mira?!"

Mira caressed Lisanna butt "You may think you're a grown woman now Lisanna, to me you're still a little bratty little sister that needs to be punished."

I looked at the two confused when Mira suddenly spanked her sister.

"AH!" Lisanna bit her lip "Sis!"

"I'll hit you till you learn you lesson." Mira said spanking her again.

I sat there watching Mira slap her little sister. Lisanna looked like she was in heaven.

"Have you learned you lesson?" Mira asked "Don't ask Lucy to do things she doesn't like. If you like to be spanked like the little child you are I'll be happy to punish you."

*SMACK*

"MIRA!"

*SMACK*

"I've been a naughty girl!" Lisanna yelled "I need to be taught a lesson!"

_These two are insane!_

Mira slapped Lisanna a few more times before the girl was thrown off her knee and onto the ground. Mira turned around and kissed me.

"Let me make up for my little sister's mistakes. I guess I have to show you not all Strauss girls are so childish."

The much more mature Mirajane took my cock into her mouth and started giving me a blow job. I saw Lisanna was on the floor quivering.

*Slurp* "We haven't done it in a long time Lucy." Mira smiled "I forgot how big you were."

"You're still so good Mira. More experienced than your sister."

"I'll make sure to teach her the proper way to please you." Mira smiled grabbing Lisanna off the floor and making her kneel before me "Suck it!"

"Mira?"

"You need to learn how to make Lucy feel good. You're Edolas Lucy spoiled you. Here you'll have to learn the proper way. I won't have a little sister who doesn't know how to please her lover."

"Please teach me." Lisanna said getting close to Mira.

"Watch and learn Little Sister." Mira said as the two began kissing.

I didn't waste any time grabbing my cock and jacking off to the two kiss.

Mira reached up and groped Lisanna's breast "They've gotten bigger." Mira reached back and rubbed Lisanna's ass "This is bigger to."

Lisanna panted as Mira rubbed her body "I wanted to be just like you. A sex idol!"

"Not even close." Mira said rubbing the girl's folds "I'll always be the more attractive one. I have the bigger breasts, the sexier face, and I've pleased more people than you can even count. And I'm not a sex idol. People view me as a Sex God, I'm the woman all men want and all women want to be."

"Yes!" Lisanna said as Mira played with her while I watched.

"You can never be on my level; you're not even close to a Sex God, maybe a sex demigod." Mira moved her fingers faster making Lisanna moan "You have changed in the few years you were gone. You're not some little girl you are a woman now. My little sister has grown up into such a sexy minx."

"Thank you MIRA!"

Lisanna came from Mira's fingers and Mira licked them clean.

"You taste sweet."

Mira pulled Lisanna over to the bed and placed her in front of me.

"Show Lucy how much you just learned."

"Yes Mira." Lisanna said sitting up and taking me into her mouth.

Lisanna started bobbing her head while Mira gave her instructions.

"Listen from now on you don't make demands of Lucy. She gets to tell you what to do."

"Okay!" Lisanna said as she took me out for air "I'm Lucy's bitch!"

"Welcome then" Mira said rubbing the girl's back as she sucked "Lucy's harem just got another member."

"When did this become a thing?" I asked.

"What?"

"This harem?"

"Oh that, it was Cana's idea. She heard Ever talking about it yesterday while you two were in the forest. We all love you Lucy. So we just decided to make it official and share you. Officially you have ten bitches to please you whenever you want. 8 humans and 2 spirits."

O…Okay…Lisanna I'm gonna!"

"You better swallow all of it." Mira told her.

"AHHH!" I exploded in Lisanna's mouth and she gagged on the cum.

She wasn't able to swallow it all and some spilled out onto her breasts.

"You disobeyed me." Mira said.

"It's fine Mira." I said picking Lisanna up and laying her down "She's just tired. You mind finishing up."

"I apologize for my sister's weakness. I'll make sure she's ready for the next time you need her."

"You don't have to do that." I said as I entered Mira.

"Hmmmm."

"The way you treated Lisanna. Sometimes I forget you're a little demonic." I told her.

Mira gave me a cute smile and giggled "Sometimes it just slips out."

As I fucked Mira Lisanna moved over and started sucking Mira's left breast while playing with the nipple on the right.

"Ohh~!"

"There so big Mira." Lisanna said "I love you're big boobs. I wish mine were this big."

"You're still…AH!.. A growing girl! Maybe you'll grow. Levy had a growth spurt a few weeks ago. We ahLLL! Thought she was gonna be flat forever."

"I saw." Lisanna said kissing Mira's nipples while watching me fuck her big sister "They're big."

"Shit…Mira I'm gonna cum."

"Fill me up Lucy!" Mira moaned.

"MIRA!" I jizzed inside Mira and filled her full of cum.

"OHH! SO GOOD!" Mira yelled as I slid out of her.

Lisanna took it upon herself to clean Mira out.

"Lisanna!"

I laid back and when Lisanna was finished she crawled on top of me and inserted my dick into her pussy.

"Yeassss!"

"Oh Lisanna you're so warm!" I told her.

I looked over and saw Mira was laying her head on my chest half asleep.

"Your breasts are so soft Lucy." Mira said "I'm gonna use these as pillows."

"Go ahead." I said as she moved and rubbed her face over my breasts.

"Lucy you're so big!" Lisanna said as her hips moved.

"Who is better me or Edo-Lucy?"

"It's you by a mile!" Lisanna moaned "You may be the same size but you know all the right places to hit! I'm already so close!"

"I'm just about there. Cum with me Lisanna."

"Okay." I thrust into the girl a few more times when I felt my balls clench.

"HAAA!"

"LUCY!"

I filled Lisanna up and she fell off my cock. Lisanna laid down and put her head on my breasts.

"They are soft."

Mira moved around and started spooning Lisanna.

"Night you two." I said turning off the light.

"See you in the morning Lucy." They both said.

_So it's official. I have a harem?_

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Please feel free to suggest who you want to see in future chapters.**

**PS- If you guys are interested in seeing Side Chapters showing some of the girls with each other and not Lucy (I.e.: Ever and Virgo, Angel and Aries, Mira and Erza, Etc…) let me know.**

**Next Chapter Hint- Bull's-eye.**

**I've come to the decision that barring the **_**one special case**_** pregnancy won't come in till post-time skip (which to be honest isn't too many chapters away). This will just make keeping the actual plot of Fairy Tail in line much easier.**

**Till next time**


	15. Chapter 15: Cowgirl-Bisca

_Italics indicate thinking._

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><p><strong>Lucy's POV<strong>

When I woke up the next morning Mira and Lisanna were still holding each other in their sleep. I ran my hand through Lisanna's hair and she stirred awake.

"Good morning Lucy."

"Morning to you as well." I said as she crawled under the covers so I couldn't see her but I felt it when she wrapped her breasts around my dick and started tit fucking me "Ohh."

Mira opened her eyes and kissed me "Lucy"

"Mira."

Mira removed the sheets and gave me view of Lisanna blowing me.

"You two got started without me." Mira pouted lying down and sticking her pussy in my face.

Mira started licking the tip of my penis when it came out from Lisanna's breast. While she did this I licked her delicious folds.

"Mmmmm."

"Lisanna I'm close." I warned the girl.

Lisanna took me out "Cum Lucy."

"UGH!" As soon as she said that I shot cum all over her and Mira.

The two looked up at me, their cute and mature faces covered in cum.

"Nice…"

* * *

><p>After that we went to the guild. Every girl in Fairy Tail that I had, had sex with was sitting at the same table. I sat down with them, deciding that if they were going to call themselves my harem I had to lay down a few ground rules.<p>

"First-" I said "No talking about it in public. This is still my secret and I want to keep it that way."

"Alright."

"Second- I'm the only one who gets to invite people in. You can make suggestions but I make the final call."

"Well you are in charge" Levy said.

"Third, and this is the most important one- Don't forget to give me a break every once in a while. All this sex tires me out. If I'm on a break you guys can have your fun with each other."

"Fine…" they all groaned.

"Good then disperse this large group will draw too much attention."

Most of the girls got up and left leaving me with just Cana.

"Did you ever think that one night with me would lead to this?" she asked.

"No never."

"Yeah and I never thought I be sharing one dick with almost a dozen other girls."

Cana and I talked for a while when she said something.

"Hmmm."

"What?" I asked.

"It's Bisca…she's been looking kinda…Blah these last few weeks."

"I guess I hadn't really noticed." I said looking at the green haired girl in the corner.

"Maybe she needs a hand?" Cana winked.

I just sighed "I don't know…"

"Come on Lucy." Cana whispered "Bisca's a cute girl."

"Yeah but she doesn't like me." I told her "She likes Alzack."

"Look the two of them are never gonna say how they feel." Cana said "I'm not saying you have to fuck her but just go talk to her and see what's wrong."

I got up off the table and Bisca got up and left the guild at the same time. I followed the woman around until she stopped at the tree in the center of town.

"Hey." I said taking a seat on the bench with her.

"Oh Lucy. Hi." Bisca was surprised to see me.

"Have you been feeling okay?" I asked her "You look upset."

"I'm fine…just been worrying about some stuff."

"Like what." I asked.

"Did 'ya ever like somebody but you didn't think they like you back."

"Umm…yeah."

"That's what's bugging me."

"Come on let's go back home and talk, it's cold out here."

* * *

><p>Bisca followed me back to my house and I made us some tea.<p>

"If you ask me." I told her "You should just tell him how you feel."

"It's not that easy."

"You two are terrible." I said "Just tell Alzack how you feel."

Bisca looked surprised.

"Umm…it's not Al that I was talking about."

"Well I just made this way more awkward."

"It's you…"

"Bisca?"

"The last few weeks…every time I look at you I feel this burning inside me. I decided a long time ago that Al and I are just friends, I thought you knew that."

_Cana!_

"I'm sorry if I made you uncomfortable Lucy."

_That low cut dress you wear makes something uncomfortable._

"No it's fine." I told her "Surprisingly you're not the first girl to confess to me."

"I'm not?!"

"No you're like the fifteenth."

"What the heck?!"

I rubbed my hand over Bisca's arm "I want to show you something."

I stood up and undid my shorts, and showed Bisca my secret.

"Oh…."

"Now you see why the other girls like me so much."

"Yeah…"

I leaned closer "Would you like to hear some of the other things they said?"

Bisca gulped "Sure…"

I kissed Bisca and she wasted no time kissing back. It wasn't a rough kiss like one of Levy's it was soft like Mira's.

"Bisca…"

"Lucy…"

I pulled the girl onto the bed and we kept kissing and touching each other. I still had no pants on so I was flopping around downstairs. I pulled Bisca's strapless dress and started to slide it off her body.

"Mmmmm. Lucy." Bisca moaned as I kissed her neck.

After I got the dress off I looked at Bisca's naked body. She looked even more stunning then I thought she was. She took of her panties and I got naked as well.

"You're so sexy Lucy." She said grabbing at my crotch.

"You're not bad yourself." I told her.

Bisca started rubbing her hand up and down my cock.

"It's so big; I never thought you'd have one of these."

"Most people…ha…never expect it." I moaned as she jacked me off.

Bisca kept rubbing me until I felt the rush coming.

"Bisca…I'm goanna HA!"

I sprayed cum all over Bisca's stomach.

"It feels nice." She said lying down on the bed.

I got between her legs and teased her entrance.

"Please be gentle." She said "This is my first time."

"Of course." I said kissing her.

I slowly pushed into Bisca until I hit a wall "This is gonna hurt."

"Just go."

I made one sharp thrust and she screamed out.

"AHHH! SHIT!"

I didn't move and let Bisca get used to having me inside her.

"Alright it's gone now…you can start."

I slowly started thrusting.

"You're too tight I can barely get moving.

"Sorry." She said.

"It's not your fault. You're just going to have to get used to have me inside you. I'm sure the others can help you."

"Others?"

I thrusted harder and forced more of myself in "I'll tell you later."

Bisca groaned "Ugh! So big!"

I kept thrusting into her "I'm getting close."

"It's fine stay in I'm on the pill."

"…BISCA!" I started cumming inside Bisca and filling her with my cum.

"LUCY! It's so good! This feels great!"

I pulled out of Bisca and laid down. She straddled my hips and inserted my dick into her.

"It'll be like riding a horse."

Bisca started bouncing up and down on my cock and slamming into my hips with every hop.

"Bisca you're so good."

"HA!" Bisca moaned "I love your big dick!"

I grabbed her hips and started thrusting to meet her bounces.

"It's so big!"

"You're so tight!"

Bisca and I fucked like that for a little while longer.

"Lucy I'm so close just a little more."

"Cum with me Bisca."

"AHH!"  
>"FUCK!"<p>

I filled Bisca with more cum and she fell off my penis. I went between her legs and started to clean her out.

_As usual I taste delicious._

"Ohh Lucy~"

"You taste good Bisca."

Bisca put her hands on my head and pushed my harder against her pussy.

"Mhmp!"

"Lucy your tongue is incredible! Please deeper."

I probed my tongue deeper into her making her moan louder and louder.

"OHHH! AHH!"

Bisca climaxed from my licking and fell back. I laid on top of her and slid into her hole.

"Still so big…"

I started thrusting into Bisca while we kissed and our breasts smashed together, she was so much smaller than me in the chest department I easily overpowered hers.

"Oh Bisca I'm…I'm gonna."

"Do it Lucy!"

"I'm cumming!"

"It's filling me up!"

I came inside Bisca and before I knew it she had taken me in to her mouth.

"Your mouth."

"Mhmp!" Bisca took me out "It's so hard. It feels nice having a dick in my mouth."

My balls kept slapping into Bisca's chin every time she bobbed her head.

"I'm gonna!"

"Cover me Lucy!"

I started cumming and sprayed Bisca and the sheets of the bed with my seed.

"Warm…"

"Wow." I said.

After that orgasm I collapsed on top of Bisca and I passed out.

* * *

><p><strong>Bisca's POV- The morning after.<strong>

_Lucy's incredible. To think she had all those girls that love her so much. And she was so accepting of me…_

I unlocked the door to my room and went to the kitchen. I saw a package on the counter.

"These are my birth control pills."

_Erza makes all the girls in the dorm take them even if we'd never had sex…precautions and all that._

I looked at mine.

And the one I thought I took yesterday was still in there.

"Oh shit…I let Lucy do all that stuff…hopefully it'll be okay…should I tell her? I don't want to worry her for no reason until I know for sure…this will be my secret.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see next. You guys seemed pretty interested in Side chapter so I'll probably do one for Sunday.**

**Next Chapter Hint- It's an age old question. Top half fish, bottom half person. Or top half person, bottom half fish.**

**Till next time.**


	16. Chapter 16: Tidal Rush-Aquarius

_Italics indicate thinking._

* * *

><p><strong>Lucy's POV<strong>

Levy had come over last night and she didn't waste any time dragging me into the bed. This was the first time that she really got to use those new breasts. I mean she gave me that tit fuck the first time but that was it.

"Oh Lucy!"

I was thrusting into Levy giving her one last session before she had to leave for her job.

"You're still so tight."

"Harder!"

I picked up the pace and fucked Levy harder. I watched as her breasts jiggled around as I slammed into her.

_They look even bigger because they're on her tiny frame._

"Mmmmm Levy. You look so cute with that sex face."

"You too." She said kissing my neck "I'm close Lucy."

"I'm gonna cum Levy."

"Lucy!"

"HAAA!"

I started cumming and filling up Levy's pussy.

"So good."

I laid down on the bed next to Levy to catch my breath.

"That was great." I told her.

Levy and I kissed and caressed each other for a while before she had to get up and leave. After Levy left I realized I was all sweaty from the sex so I decided I needed a bath.

* * *

><p>"This is nice." I said to myself as I relaxed in the water "I haven't taken a relaxing bath in a long time. Reminds me of when I was a little girl. I used to take baths all the time."<p>

I thought back to the times when I was little and I used to summon Aquarius to take baths with me. Back then I was lonely and she was my only friend. She was never happy about me calling her for something like that but no matter how much she said she hated being called just to sit in the bath with me…she always stayed. Then after a while she stopped coming when I called her, I left home not too much longer after that. When you're a runaway taking baths isn't always easy so I had to stop.

"I think I'll call her. **Aquarius!**"

The mermaid appeared before me.

"What?!...Why are you naked?"

I splashed the water "Come in."

"Excuse me?! You're telling me you called me all the way here to take a bath with you! What are you five!" she yelled.

"I was thinking we could take a bath like we used to." I said "we haven't done this in so long."

"No way!"

"Please." I pouted.

Aquarius grumbled to herself and got in the water.

"I hate you so much brat."

"And how are you?"

Aquarius begrudgingly talked to me while I sat in the bath.

"This was nice." I said getting out of the water "We used to do this all the time."

"Yeah. I always hated it."

"But you always stayed." I pointed out "Or you did until I got older. Why'd you stop coming?"

"You really don't know?" she said "I thought it was obvious."

"I don't get it."

"You hit puberty girl." She explained "You kept getting a boner every time. It was weird!"

"I did?!" I got embarrassed "I don't remember that."

"That's probably because you've always associated more with your girly side and less with the male one. You were young you probably didn't even know you were leering at me."

"I don't think I ever leered at you." I told her.

"Really…cause you're doing it right now." She said pointing at my crotch "Look at yourself, do you have any self-control?"

I looked and saw I had a hard on.

"I taught you about your body, I thought you'd have better control than this. Probably cause that maid and the ram are always over here letting you fuck'em."

"Whoa!" I yelled "How'd you know that?"

"I know everything girl." She said "that and there's only like five female spirits, we talk about stuff like this."

I felt the blush on my face "This is so embarrassing."

"What are you all flustered for?" she said "You used what you were given; as long as you're careful it doesn't matter."

"I'd figure you'd be the one to tell me not to have sex."

"At least you have a partner of some kind, it's better than being alone." She said looking down.

"Is something wrong?"

"It's nothing." She said.

"You and Scorpio are having some problems aren't you?"

"Shut up brat!"

"You want to talk about it?" I asked.

"No…"

"Alright."

I was looking in the mirror after drying off; Aquarius was still sitting in the water.

"Are you checking yourself out?" she asked.

"No." I told her.

"Look at that thing." Aquarius spat.

"What about it?" I said looking at my penis.

"It got so much bigger." She said "it used to be no bigger than my finger."

"I guess puberty was good to me." I said pointing to my breasts as well.

"You certainly aren't the same brat from back then." She said "…you really have changed."

_She always tries to act tough…I know deep down she really cares._

"Come over here." She said.

"Why."

"Just do it!"

I walked over to Aquarius and she grabbed my cock.

"What the!"

"I thought I taught you how to take care of this." She said "I guess I have to show you again."

_I forgot Aquarius showed me how to masturbate._

* * *

><p><strong>Flashback.<strong>

"It hurts." I whined.

"Jeez girl." Aquarius snapped "Here!"

She took my hand and wrapped it around my male part.

"Stroke." She said.

I started moving my arm.

"Faster." She instructed "Any time this happens just do this."

I kept moving my hand "I feel funny." I told her.

"That's fine."

"Aquarius. I have to use the bathroom."

"No you don't just keep going."

"AHH!"

Some white goo came out and got all over the floor.

"It doesn't hurt anymore." I said

"There. Problem solved. Now clean up this mess."

* * *

><p><strong>Flashback End.<strong>

"Come on girl I don't have all day. Just cum already. I don't like doing this."

"Ha…Ha…Ha…Aquarius there's…Ha….something I have to tell you."

"What?!"

"You…you were my first crush." I said "You're so pretty."

"Shut up…" she said looking away.

"Aquarius I'm…I'm gonna."

"Just do it girl!"

"I'm cumming!"

I shot my load into the bath water.

"Yuck." She said "Now it's in here…with me…"

I caught my breath and looked down and the water in the tub was foaming up.

"What the..?"

"GAH!" the fish yelled

"Aquarius!"

"What did you do girl?!"

Aquarius groaned in pain as the water foamed up and spilled out of the tub.

"AHH?!"

There was a tearing noise and two long womanly legs emerged from the water.

"Ah…ah…my tail?"

"You have legs…"

Aquarius' tail was gone and two long and sexy legs were in their place.

"Girl?!" she glared

"I'm sorry." I told her "I didn't know this would happen."

_This must have been what Porlyusica was talking about. My semen reacted with her body and changed her fish tail into human legs. It already made breasts grow, turned a man into a woman, and changed a fish tail into legs…what else can this stuff do?_

Aquarius stepped out of the water and fell on her face.

"Not used to them?"

"Shut up!" Aquarius struggled but managed to get up and walk around "Now explain."

I gave her the run down on my trip to the doctor and the warning I was given, I left out the parts about Natsu though.

"This really was an accident. I've had sex with other girls since I got her warning but nothing happened to them."

"I can't believe this." She said running her hand over her long legs.

"I think they make you look sexy." I said "very womanly."

"Shut it brat!"

"Think about your old body." I told her as she stood in front of the mirror.

"What?"

"Just do it." I said "It should turn you back."

She closed her eyes and her legs turned blue and fused back into a tail.

"See…now think about the legs."

The tail split apart and the two pale legs were back.

"Well look at that." She said as she rubbed her legs and hips; she stopped at her crotch "So this is a human form."

"You don't have a vagina when you're a mermaid?" I said.

"I do." She corrected "but not like this." She said touching the folds "Hmm."

I ran my hand up her leg "They're so sexy."

"What are you doing?!"

I moved closer "Aquarius…"

"What do you think you're doing girl?"

"You taught me about my body…let me teach you about your new one." I moved my lips closer.

"Girl…"

I began kissing my first spirit and was shocked when she didn't fight me.

Aquarius broke the kiss "All wrong…I guess I'll have to teach you how so you don't make a fool of yourself." Aquarius began kissing me again and we moved out of the bathroom and into the bedroom.

I fell back onto the bed and pulled Aquarius down with me. We made out for a while before she lowered her head down towards my crotch.

"Like I said you can't control this thing at all." She licked it "I guess I can take care of it again."

"Thanks." I said as she took my cock into her mouth and began sucking.

"What happens tonight never leaves this room understand." She said looking me in the eye "No one can ever know."

"Alright." I hissed as she went back to sucking.

She made gagging noises as she sucked "It got so big. Were you taking vitamins or something?"

"Nope, like I said just good genes."

Aquarius looked me in the eye as she sucked.

_She looks so mature and sexy. Those legs to, she's so much taller._

When Aquarius stood her new legs made her tall, she was at least as tall as Cana, that's a good few inches taller than me.

"Aquarius I'm gonna…UGH!" I came in the spirits mouth and on her chest.

"Give me some more warning next time." She said "I almost choked."

"Sorry." I said having her spread her legs "Now let me show you some stuff."

I licked up her slit and flicked my tongue over her clit "AH! Oh wow. That felt…It's so different from my fish parts."

"Don't call them fish parts." I said licking her "It sounds weird."

"More girl do it more, this feeling is….Mmmmm."

I kept eating Aquarius out and she kept moaning.

"HA!" I felt her walls tighten around my tongue as she orgasmed.

"How did that feel?"

"You've certainly grown up if you can do things like that."

I laid next to the former mermaid and played with her large breasts "When I was growing up I wanted a pair as big as yours."

"Well you defiantly surpassed me." She said touching mine "Enough small talk. Let's get to the main event."

Aquarius went spread eagle with her new legs and opened up her folds for me.

"Alright." I said teasing her entrance "I don't know if this will hurt you."

"I wasn't a virgin as a spirit but with this anatomy who knows."

I slowly entered Aquarius but there was no wall blocking me so I started my movements.

"Shit!" she moaned "It's huge, so thick!"

"You feel so good Aquarius." I said holding her legs "And your legs are so smooth."

"I never thought I wanted legs." She moaned "But they feel so good."

I kept slamming into Aquarius. Each thrust sent a look of pleasure over her face.

_I'm having sex with the person I've known for the longest, my first crush. This is like a dream come true._

"I'm close." I told her "I'm gonna cum inside you."

"Don't even joke like that girl!" She said "Are you trying to get me pregnant?!"

"But Virgo said spirits can't get pregnant."

"Stupid maid, making up crap like that." She spat "Spirits can become pregnant with human children, it's extremely rare but it is possible. You need to be more careful about things like that. If you're close pull out I don't need Scorpio asking questions when I find out I'm having your kid."

I pulled out and finished on her stomach.

"There a lot more of that than the first time too. You really are a woman now Lucy." She said wrapping her breasts around my cock. She smiled at me "You've grown up so much."

"Please stop." I said "this is so out of character for you."

Aquarius didn't answer she just went on moving my dick between her breasts.

"I'm gonna…AQUARIUS!"

I came all over the spirit's face and long blue hair she licked some off her lips and moaned.

"You should get back to the spirit world." I told her "Aries said pleasure spirits gain the immunity period but you're not one."

"That was a lie of omission on her part, all spirits get that break period from sex with their master."

"Is that why Loke was able to stay in this world so long?"

"No it only works with our master." She said getting on all fours "Now…Less talk more sex."

I got up and rubbed my dick against her butt.

"What do you think you're doing?"

I pushed into her ass.

"AHH! YOU BITCH!"

"These legs are connected to such a cute little ass I couldn't resist." I told her as I thrusted into her butt.

Aquarius groaned as in pushed in and out of her "Fuck…it's not that bad. I kinda like it."

I kept pulling on Aquarius waist and slamming her ass into my crotch.

"HA! LUCY!"

"You just climaxed, I wasn't finished."

"Hurry up." She said "I can already feel another one. Cum with me!"

I thrusted faster and faster.

"I'm almost…"

"Me too…"

"AHH!" we both came at the same time and I filled Aquarius asshole up with my semen.

I laid back on the bed.

"I never thought this night would ever happen." I told her.

Aquarius laid down next to me "Me to brat…me to…"

* * *

><p><strong>Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.<strong>

**Please feel free to suggest who you'd like to see next.**

**You guys seemed into Side Chapters, I'll be posting the first one tomorrow so your hint is for that, after that they'll be a side chapter every few chapters or so.**

**Next Chapter- Her Fleece was white as snow…**

**I tried to do my best to work with the relationship Lucy and Aquarius have. I tried to have Aquarius be the mother figure Lucy needed as a child without their sexual relationship coming across as too weird.**

**Also isn't Little Aquarius from the filler arc adorable, I can't wait to see her fight Wendy next week.**

**Till next time**


	17. Side Story 1- Aries and Angel

_Italics indicate thinking_

**Parts of this chapter are written as if Aries was telling the reader a story.**

* * *

><p><strong>Aries' POV-shortly before contract "negotiations" with Lucy.<strong>

Hello.

My name is Aries, and I'm a pleasure spirit. We pleasure spirits specialize in making our master feel good. My current master will so be Lucy Heartfilia. I've had many masters thought my long life but Miss Lucy is the best…but I'm not here to talk about her. I'm here to talk about my last master.

This is the story of the first time I was summoned by Miss Angel.

* * *

><p><strong>3 years before Lucy and Natsu meet in Hargeon<strong>

"**Aries!"**

I appeared in the human world like I always do when I get called. I didn't recognize the place I was in and I didn't know the woman who summoned me.

"Who are you? Where is Miss Karen?" I asked the woman.

"Did I say you could ask questions?"

"I'm sorry."

"My name is Angel, and I'm your master now."

"Yes Ma'am."

Angel didn't do contract negotiations, she did demands. I accepted the lightest deal I could get. In the few minutes I had spent with this woman I could tell she was different from Karen

"I've heard a lot about your Aries." Angel said "Is it true that you're a pleasure spirit?"

"Yes Miss."

Angel paced around the room and looked up and down my body.

She walked up and rubbed my shoulder "Take your clothes off."

"Umm."

"Aries!"

I shivered and slowly slid the wool off my arms and then off of chest and waist. Angel continued circling me.

"You have a cute body. Very curvy." She said "Defiantly designed for pleasure."

"Thank you Ma'am."

"Play with yourself." She instructed.

"Excuse me?"

"It would please me to watch you play with yourself. Do it." She glared.

I slowly lowered my hand towards my crotch "Yes Miss."

I rubbed my finger across my folds and clitoris. I moaned as I slowly inserted a finger inside myself.

"Ah!"

"Good…I'm going to have fun with you." Angel smirked sitting on the bed "Keep going."

Angel sat back and watched as I fingered myself on the floor of her room.

"Ah…AH!"

Angel was biting her lip as I got closer and closer to climaxing.

"HAA!"

I threw my head back as I orgasmed in front of my new master.

"Very good." She said getting off the bed and walking up to me "Now get up."

I slowly stood on wobbly legs and followed the woman. She led me into the bathroom where she took her clothes off and turned on the shower.

"Clean me." She commanded.

I picked up the cloth and started washing the woman.

_This is so degrading…but it is better than getting hit by Miss Karen…where is she?_

I moved my hands around the woman as a scrubbed her. Angel was a pretty girl. She had short white hair and nice curves. I slowly washed breasts with care.

"Not so rough you stupid sheep."

"I'm sorry."

After she was clean Miss Angel turned off the shower and wrapped a towel around herself and walked back into the main bedroom.

"May I put my clothes back on Miss?"

"No." she said sitting on her bed.

"Okay."

Still in her towel Angel sat on the bed a flipped through a magazine.

"If you don't need anything may I return home?" I asked "It's not safe for me to stay for too long."

"Don't lie to me." She said "I know that spirits can stay longer in this world through certain 'activities.'"

_How does she know that?_

Miss Angel sat up on the bed and removed her towel.

"I plan on keeping you around to wait on me hand and foot." She said running her hands over my body "If that means I have to lower myself to allowing you to touch my body then so be it."

"That trick." I explained "It only works once every seven days."

"I know that. I still plan on bringing you out frequently." She said touching my breasts.

_Another spirt must have told her about the sex grace period…but who?_

Miss Angel poked and grabbed at various parts of my body before going back to her bed and lying down.

"Get over here."

"Yes Ma'am I'm sorry." I said walking towards the bed.

"Get down there and lick."

"Of course Miss." I said placing my head between her thighs.

I slowly began licking at Angel's folds and she just laid back and closed her eyes.

"Is that it?!" she snapped "Do it better, lick like you mean it!"

"Sorry." I said going at her pussy harder.

"That's better." She said opening her eyes "How does it feel to be able to taste such a heavenly body?" She rubbed her hands over my horns.

_My horns are so sensitive._

"Thank you Ma'am."

I flicked my tongue over her clit and I heard her moan.

"Again." She said.

I repeated my last movement.

"Hmm..." She hummed and moaned as I ate her out.

As I licked she reached over into a nearby drawer and pulled something out. She reached over and shoved something into my pussy.

"What is that?!" I yelled.

I heard a click and the thing started vibrating.

"A vibrator?!"

"Don't stop licking." She said "you're actually close to making your master orgasm."

I felt that thing shaking around inside me as I licked her.

"AHH!" I moaned as I came from the vibrator.

"You naughty girl." Angel smirked "Did I say you could cum."

"I'm Sorry." I said.

"Finish up down there." She said "I don't have all night."

I licked harder until Angel started panting.

"Ah…Aries!"

I felt her walls clench around my tongue as she came. When Angel calmed down she reached over and pulled the vibrator out.

She reached into the drawer and pulled out a large purple dildo and gave it to me.

"Use that on yourself."

"Yes Ma'am."

I took the rubber rod and teased my entrance. Miss Angel had taken out a red dildo for herself and was watching me.

"Put it in." she said.

I slowly slid part of the toy into my body and I let out a moan as in entered.

"Ha!"

"Good" Angel smirked "Start fucking yourself."

I began pumping the dildo in and out sending wave up my body.

_It's so cold._ _I haven't had a male master in so long; I miss the feeling of a real penis. Those men Miss Karen made me please. When it's not my master, the sex just isn't the same._

Miss Angel moved over and took the dildo she was pleasing herself with and put in near my mouth. I got the hint and began sucking the rubber penis.

"Good." She smiled.

I kept sucking the red dildo in Angel's hand and moving the other in and out of my pussy. I moaned as I felt my walls clutch around the purple rod in my pussy.

"AHH!"

Angel took the dildo out of my mouth and shoved the one that had been in my vagina into my mouth.

"Clean it." She instructed.

I licked the rubber toy clean and Angel went back to her cabinet of toys. This time she pulled out a two sided dildo.

"Your master is actually willing to share with you." She said "You'd better enjoy it."

"Thank you Miss."

I slowly took one end and inserted it into myself. Angel scooched over and slid the other half into her. We sat there for a few second before I started moving my hips and forcing the dildo in and out.

"Going before your master? You're such a horny little sheep." Angel smirked.

My new master began moving her own hips and the dildo was sliding in and out of both of us.

"Tell me." Angel said "How does it feel."

"It…its good Ma'am. I like this feeling."

"Good." She smiled "You're a pleasure spirit Aries, do you like sex?"

"Yes." I told her as I moved my hips more roughly "I love sex! It's part of my very being!"

Angel just smirked "Good to know."

I slammed the dildo into me faster and faster vastly out pacing Angel.

"AHHH!" I climaxed and Angel just smiled and continued moving her half of the toy.

I sat up and removed the fake penis from me and went up to Angel's breasts.

"What are you doing?" she asked.

I flicked my tongue over her nipple "Pleasing my master."

"Very well." She said as I began sucking on her breasts.

They tasted good. Angel had large breasts but not too big. Part of me started thinking that she really did look like an angel.

_Every part of her is almost perfect, but why does she have all these scars? They don't look like they came from a fight…_

"Miss Angel." I stopped playing with her breasts "What are all these scars?"

She stopped moving the dildo and spaced out.

"Ma'am?"

"Never…ask about them…again." She said staring off into the distance.

"Yes Miss."

_That was weird. It must be a personal thing, she looked scared…_

Miss Angel just sat there looking out the window. I took the double dildo from earlier and teased her entrance.

"I'm sorry if I did something wrong." I told her "please let me make it up to you."

"…Of course…" She said as I pushed the dildo into her "Ohh~"

"You have such a cute pussy Ma'am." I smiled looking up before sticking the other end in my mouth.

"Of course I do I'm an angel Aries."

I licked the shaft of the toy and smiled "Yes you are."

I kept pumping the dildo into Angel's pussy and sucking the other end.

"Just…a little more…." Angel said.

I moved the toy even faster "Please cum." I said.

"ARIES!" Angle's juices covered the rubber penis as she orgasmed.

I pulled the cock out and licked it clean "You taste so good." I said "Thank you for letting me taste the nectar of an angel."

Angel laid back and went under the covers "Yeah…"

"Is something wrong Miss." I said getting under them with her.

"…Aries…do you think I'm pretty?"

"Yes of course Ma'am you're gorgeous."

"Even…Even with these scars?" she asked.

"Anyone who would think those scars make you less beautiful doesn't really care about you." I told her "They're make you look beautiful."

Angel just smiled and pulled me close to her and put her face in my neck. I suddenly felt moisture on my shoulder and saw that Angel was crying.

"What's wrong Miss?"

"Thank you." She said "for saying I'm beautiful. Please stay."

I laid there while she cried into my shoulder. I spent the night in bed with my new master. Eventually she fell asleep but her cheeks we stained with tears.

_She's so different from when we started. She was so commanding but now…she like a lost little girl. She seemed to change when I asked about her scars. Just what happened to you Miss Angel…?_

* * *

><p>And that was my first night with Miss Angel. Well I have to go now Miss Lucy wants to work out the details of our contract. I wonder if tonight will end up like my first night with Miss Angel did. Lucy sure is pretty…<p>

Oh! Sorry you don't need to hear me drabble. Come back again sometime and maybe I'll tell you about my adventures with my old master Karen.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see next in the main story or in a side story.**

**We'll be heading back to the main story next chapter so we can get to post-time skip and the GMG.**

**Next Chapter Hint- Lucy needs to show her first girl she hasn't been forgotten.**

**Till next time!**


	18. Chapter 17: Not Forgotten-Cana

_Italics indicate thinking_

**Little bit of Slice of Life thrown in in the middle section of this chapter.**

* * *

><p><strong>Lucy's POV<strong>

I was lying in bed after a long night with Juvia. Nothing special I called her over so I could play around with her a little, she's so submissive. I like to have her come over and do things for me. I have some rules to make her stay as me pet. One of them is that as long as she's in my house she can't wear any clothes and I pick out her outfit when she leaves. I keep it civil though. I would never want to do something that would overly upset her and I would never hit her in a non-sexual way. It's kinda like Lisanna, she likes to be hit but I don't go any further then a spank or the rare hair pull.

"Juvia~" I cooed as she slept "Get up."

"Lucy-Sama…"

I squeezed her breasts and pulled her closer "How was your night."

"Juvia enjoyed it; she always enjoys her nights with Lucy-Sama."

I put my head in Juvia's long blue hair; before she curls it is always long and wavy.

"Juvia should get up and get started on breakfast."

I slid my hand between her thighs "Why don't we stay in bed today?" I pushed a finger in.

"Lucy-Sama!"

"Just a few more hours. We can go to the guild for lunch or something." I whispered in her ear as my finger played with her folds "You'd like that right Juvia?"

"Juvia…Juvia would…AH...like that very much!"

"Good" I turned the girl to face me and kissed her.

Juvia climbed over me and went to the nightstand to take something.

"Juvia still wants to make sure she's careful." She said "She doesn't want to be scared like last time."

Juvia swallowed and I pulled her over and kissed "I'm sorry about that. That first night…It was wrong of me to try that with you."

"Juvia knows…she would have been fine had she gotten pregnant but not being it is also good. Juvia is just at a place in her life where a child wouldn't be practical."

"I know me to." I said sliding my dick into her "I'm not old enough to be a mom…or dad…If you ever did get pregnant though, please let me know as soon as you suspect."

Juvia rolled her hips "Any of your girls would let you know if they knew."

"Enough pillow talk." I said grabbing her hips "Let's fuck!"

Juvia started slamming her hips down with more ferocity and I grunted with each bounce.

"Lucy-Sama is so big!"

Juvia moaned as I grabbed her butt while she bounced "Is this booty getting even bigger Juvia? It already looks huge in tight jeans."

"Juvia isn't sure…she has had trouble getting into some of her older outfits."

"Maybe we need to go on a shopping trip, we can take the whole gang, make it a girl's day…I'm getting close Juvia."

"Juvia would like that! Juvia is going to…LUCY-SAMA!"

I felt Juvia tighten up as she orgasmed.

"Oh! Shit here it comes! JUVIA!" I started pumping jizz into Juvia and she moaned at the warmth.

"It's so good Lucy-Sama!" The girl said overcome with bliss.

"Same on my end…now go get me the communication lacrima and get dressed. We're going shopping."

"What would Lucy-Sama like her doll to wear?"

"It's cold out today wear your normal outfit."

Juvia handed me the crystal ball and went off to get changed.

I dialed Erza and she picked up "Good morning Lucy. I see you and Juvia had a good night."

"Hey Erza, I'm taking Juvia out shopping why don't you tell the other girls to come?"

"I'll inform the others, shall we meet at your house?"

"That's fine. Maybe you can stay long tonight." I told her as I hung up.

* * *

><p><strong>Shopping!<strong>

Everyone had come except for Bisca. When Erza asked her apparently she wasn't feeling too well. We had a lot of things to buy and a large group shopping and had broken into smaller groups to peruse the main shops. First thing I did was take Juvia to try on some pants.

"We got a few pairs let's go into the dressing room." Cana said.

Cana had come but she seemed a little out of it but I figured it was probably because she hadn't had anything to drink yet.

"You don' have to come in with Juvia"

"We want to." I said "It'll be good to have a second opinion.

We got into the booth and Juvia got out of her dress. She tried on the jeans first.

"This is one size bigger than the ones you have now." Cana said "you said the others were a tight squeeze let's see how these fit."

Juvia took the jeans and attempted to get her large rump into them.

"How do they look?" she asked after buttoning them.

"Good." I said.

"I guess you just went up a size" I said "How do they feel."

"Fine. They feel perfect." Juvia remarked looking in the mirror.

_If she only went up one size it's probably just a coincidence, and not a result of me._

"Try this pair on." Cana threw a pair of Yoga pants at the blue haired girl.

"Juvia doesn't know…"

"Just try them on." I said.

The girl got out of the jeans and put on the tight pair of pants.

"Oh my God!" I almost yelled.

"Holy Shit!" Cana added.

"What? Did Juvia do something? Dot they look that bad?"

"They look great!" we both cheered.

Juvia's ass looked like it was about to explode out of the tight pants.

"Juvia…your ass…" Cana couldn't even get the sentence out.

"It's incredible." I finished "Best in the guild no questions, perfectly round. It's big but not fat. God you look great in those."

"Stop it, you're embarrassing Juvia." She said blushing.

I walked up and put my hand on the girl's rump, I grabbed it and watched it jiggle and bounce around.

_I love Juvia's ass, it's so… fleshy…I'd love for her to just sit in front of me and shake her ass around._

"Damn…You two finish up here I'm going to check some other stores."

_If I don't leave now I might tackle Juvia and ravage her in this dressing room._

Both walked up and kissed my cheeks "See you later Lucy."

* * *

><p><strong>A Few Days Later<strong>

I had a long day and I was relaxing in the shower.

"Ahh this is nice so relaxing."

"You have a great bathroom."

"I know right…HUH?!"

"Maybe I should move in?" Cana pondered.

"What the heck are you doing?"

"Taking a bath…Duh. You have anything to drink Babe?" Cana said.

"Don't babe me!" I yelled "how'd you get in here?"

"Mira made all of us keys to your apartment, she didn't tell you?"

"No!"

I still needed to relax more so I got in the tub with Cana.

"Do you normally take baths with other woman?" Cana asked.

"Umm…"

_**No one can ever know.**_

Aquarius words echoed through my mind

"Not really." I shrugged.

"Uh huh. How are things with your Dad?" she asked out of the blue.

"Alright I guess, we haven't talked much but it's okay."

*Sigh*

"Listen Cana if you want to talk I'll listen."

Cana stood up, walked through the water and straddled my hips.

"Not tonight, let's just…be together for a night."

Cana started kissing my neck but it felt…weak.

"Cana are you alright?"

"I was the first Lucy." She said "but I'm the one who gets to have you the least, Juvia's you toy, and from the outside she looks like your favorite, Erza and Levy are over here all the time, hell even your spirits get more than I do. We all agreed to share, but that doesn't mean I can't be jealous that I'm not the one who gets you the most."

"Cana I don't play favorites." I said "I like you all equally."

"Really?!" she yelled standing up "Because anytime someone's not looking your grouping Juvia's fat ass and not looking at me?! Mira and Lisanna got to share you the other night. The only girl who's had you less than I have is Bisca, and she's been sick the last week!"

"Cana calm down. "

"I thought…I thought I was special…"

"You are." I said "You were the first and that will always be important to me." I stood up and held her close "I'm sorry you felt ignored."

I looked up, gazed into her eyes and slowly kissed her.

"Lucy…"

"Let me show you how important you are to me." I said biting her neck.

"I'm sorry I over reacted" Cana said.

I reached up and touched Cana's breasts. I felt her hand running through my hair as we kissed and caressed each other. Cana broke the kiss and dropped to her knees and took me into her mouth.

"Still your precum tastes sweet." Cana smirked licking the head.

"I've missed this Cana."

I moved her head back and forth as she sucked my dick. The water splashed around as Cana moved back and forth. She was moving so fast her breasts were bouncing around and making slapping noises when they hit her body. The bath had been so hot that my ball sack was more saggy than usual so it kept slapping her in the face.

"Mmmmm" Cana hummed as she sucked making the feeling even better.

"Oh~ Cana." I moaned "I'm so close. AHH!"

I filled her mouth with hot cum and Cana smiled as some dribbled out "Still great."

Cana got up and kissed me.

"Now for the big show." She smirked placing her hands on the wall and placed her butt near my crotch.

"This will be great." I smiled entering her.

"Oh yeah!" Cana groaned "Fuck that's good!"

"Such langue" I smirked thrusting forward.

"I'm an alcoholic you don't expect me to be polite so you?"

"No." I said slamming her hips harder "That's part of what makes you so hot."

"You're so rough." Cana moaned "That's just how I like it, destroy me!"

"Oh I will." I said hearing my balls slap into my thighs "You're gonna have trouble walking when we're done."

"Sounds great!" she moaned "I'm close Lucy."

"Me too." I grunted "I can still stay in right?"

"Of course! LUCY!"

I thrust a few more time when I started feeling cum shot out and fill Cana.

"AHH CANA!" I filled Cana up and slid out.

One last rope shot out and fell into the bath water below…but unlike with Aquarius nothing happened.

_This is so odd. Porlyusica said my semen was magic but why does it only affect certain people…why do I even care. Every change that has happened so far has been for the better, Levy's bust. Natsu and Natasha, and Aquarius legs. Part of me wants to experiment and see who else might go through a change but that's for another night, right now I wanna keep banging Cana._

Cana turned around and pulled me back to the bedroom. She laid down on the bed and spread her legs.

"We're gonna go all night." She said.

"Yep." I teased her entrance.

Just as I was about to penetrate her there was a knock at the door.

"Really?!" Cana groaned.

"Cover yourself up I'll be right back." I said throwing on some PJ's and looking out the peephole.

"Look Bisca now's not a good time." I said cracking the door.

"Lucy I…"

_Cana was upset because she feels like the other girls get put first; tonight will be just me and her._

"Look I'm busy can you come back tomorrow?"

"Yeah…sure…" she said looking down and walking off.

"Who was that?" Cana asked as I got back in bed.

"Bisca, she said she'll come back tomorrow." I kissed Cana's breasts.

"Okay." Cana said moving me on top of her.

I wasted no time going back inside Cana and thrusting into her.

"It feels so good having you on top of me." Cana moaned.

"I love the felling of breasts smashing together" I told her.

"Really?" Cana said through a pleasured face "The way you act with Juvia I thought you were an ass girl."

"Just Juvia's. Something about her just makes that too perfect to ignore." I told her hearing my balls slap into her "Like Levy I prefer large boobs."

"Yeah me too!" Cana yelled as I pounded her pussy "Big boobs are way better than an ass. You can show boobs off way easier. Not to mention all the girls in the guild have huge cans must be something in the water. HAA SO GOOD!"

"Maybe…Ah so tight." I groaned as I felt Cana's walls tighten around my penis "won't hear me complaining. If Wendy grows up to look like some of us then maybe we need to test it."

"Yeah we'll see." Cana said moving her hips to match mine "Enough talking let's just have sex."

"You guys are no fun. You all just want sex." I said as I felt my balls tighten "No one ever just wants to talk. UGH!" I filled Cana up with cum and relaxed on top of her.

"Well." Cana said rubbing my back "We talk at the guild, at your house the focus is sex…and it tiresome to talk and fuck at the same time."

"I'm tired to." I told her as we laid there closing our eyes.

"Lucy I have something I want to ask you…"

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see in future chapters of side stories.**

**Next Chapter Hint- Time goes by so slowly.**

**We're getting close to the Time-skip so you folks who have been asking for Flare and Yukino, it's coming eventually…**

**Sorry if this chapter felt less about the sex and more about the relationships between Lucy and her girls. I wanted to try some world building and since Cana has already had one chapter I figured this would be a good place. Unlike with Mira and Erza who were joining other girls or Levy who's had a few of the opening segments, Cana was by herself so I figured some more talking could be done.**

**Also I don't know why I seem to have an obsession with Juvia having a big butt…I never really cared before but I kept writing about it.**

**Whelp this chapter was…odd, IDK it felt different and this AN is starting to drag on.**

**Whatever…Till next time!**


	19. Chapter 18: Time Keeps on Ticking-Ultear

_Italics indicate thinking._

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><p><strong>Lucy's POV<strong>

We were on the boat to the S-Class Exam. I'm Cana's partner for this year's exam.

"It's hot!" I whined "I think I'm gonna melt."

The only benefit to this heat was that all the girls were wearing swimsuits, and the all looked good. Cana, Levy, Ever, Lisanna and I were all wearing reviling Bikini's. I had managed to dress Juvia in a blue strapless two piece, and she was clearly embarrassed by the amount of skin she was showing.

"Hi Lucy."

"Hey Wendy." I said scanning the ship looking at all the girls in their swimsuits "I like you suit it's cute."

"Thank you." She smiled "I like yours to, I hope I can look that good in one when I get older."

"I'm sure you'll look fine." I said patting her on the head.

I turned back to get one last look at the girls and saw that we were at the island.

* * *

><p>Cana and I had successfully gotten passed Freed and Bickslow moving us on to the second part of the exam. We had decided that now would be a good time to change out of our bathing suits and into more practical clothes…or that was the original plan. As soon as Cana slid her bottoms off I pushed her up against a rock.<p>

"How about a reward for passing the first part?" I asked.

"Sure, we have time for a quickie just make sure no one hears us."

Cana bent over the rock and I entered her.

"Oh~ yeah!"

"Maybe by tomorrow this will be an S-Class pussy." I told her as I pulled her hips back and forth.

"Then you'll have three S-Class mages to fuck!" she said "It's so big Lucy!"

"I can't wait for this exam to end." I told her "I love your pussy Cana but I miss some of the others."

"Well…Ah...When I win you can go back to putting this big cock in whoever you want."

I felt my breasts bounce around every time I moved and rammed into Cana. Looking back it seemed like all the time we were supposed to be training for this exam was just spent with me inside her.

"Ugh! Lucy it's so good."

"Keep it down Cana." I told her looking around "What if someone hears."

"Sorry." She said.

I kept slapping my thighs into Cana when the was a loud booming sound.

I stopped thrusting "What was that?"

"Feels like powerful magic…who cares I was close keep going." She moaned

"Yeah me to." I started moving again and I didn't take long for me to feel the tingle in my nether regions.

"CANA!"

"LUCY!"

I pumped Cana full of semen and she slid off.

"Alright we better get back to the exam."

* * *

><p><strong>Few hours later.<strong>

Everything is really bad. The islands under attack and I don't know where Cana went.

_Is she so determined to win the exam that she'd leave me behind like this?_

I'd be lying if I said I wasn't scared. Waking up in the middle of the forest will do that to you. I got up and started trying to make my way to find anyone else from the guild.

"What do we have here?"

I turned around and saw a woman with long purplish black hair behind me. She was probably in her early thirties.

"Who are you?" I said putting my hand near my keys "Just get out of here."

The woman kept walking forward "I am Ultear, one of the seven kin, and I'm going to end you Lucy Heartfilia."

"How do you know my name?!"

"You have a recognizable face." She said.

I reached for my keys but a crystal ball came out and knocked them away.

"That's no fun." Ultear pouted "How can I kill you if you fight back."

I kept backing away until I hit a tree and had nowhere else to go.

"You time is up." She said as a sword appeared in her hand.

I figured if she was gonna kill me I might as well get one good look at the person trying to end me. She was tall and her hair was long. She had a very curvy body, showed off by the tight outfit she was wearing. She looked very mature.

She stopped in front of me I licked her lips "I've wanted to meet you for so long."

"Huh?!"

"You Lucy Heartfilia are one of a very small number of living Futanari."

"How'd you know that?!"

"I read about it in the council's records. You had to know they have access to information like that, they keep a close eye on your kind."

_There are others…_

She lifted her sword and swung, shredding my pants and underwear.

"Eep!" I yelled covering myself.

Ultear flicked her wrist and a tree sprouted up from beneath me and tied my arms back. She swung again and destroyed my shirt and bra.

Ultear bit her lip "I can't believe the stroke of luck. Not only are we going to find Zeref I've found the one I was seeking!"

"What are you talking about?!" I yelled terrified "What do you want with me."

"I want your semen." She said "Some Futanari have magic semen, I need some of yours for an experiment."

"If you want some I'll give it to you just let me go!" I pleaded struggling.

"Oh no no no." She snickered "Do you know what it's like to be on that airship. All the men are complete freaks! The only other girl is my adopted daughter." She shuddered "I've got so much pent up sexual frustration. I'll be using you to relieve some stress."

She pulled the zipper on her skin tight outfit and let it fall to the ground; she then slipped off her bra and her panties.

"I've been waiting years to meet you Lucy." She said licking her lips and pulling out an empty vial "I might want to relieve my frustrations but priorities first; I'll be taking some of your semen."

She wrapped her hand around my cock and began stroking.

"You're a big boy Lucy." She smiled "Or are you a big girl?"

I couldn't control my urges in front of her sexy body so I was rock hard in seconds. She kept jerking me off and holding the vial between her large breasts.

"What do you need this for?" I asked moaning.

"You don't need to know that. Just know that you'll be helping someone."

"Ha…ha...HA!" I blew a huge load all over Ultear's breasts, covering them in semen.

"Prefect." She said scooping up my semen "This will be more than enough for my purposes." There was still some left so she picked it up with her finger and swallowed it "Yum…"

"Please let me go." I cried.

"No you still have to take away my stress." She said bending over to put the vial with her outfit.

She looked so sexy bent over.

"Now then." She said turning around with a syringe in her hand.

"What is it?!"

"This is a plant extract that will make sure you don't fight back when I try and play with you."

She stabbed the needle into my neck and injected something into me.

"AH!" I moaned as this substance pumped through me.

I felt my penis get painfully hard in an instant and then the tree holing me up disappeared and I was free.

_My head feels so cloudy._

"Now Lucy." Ultear cooed "How do you feel?"

"Like I wanna fuck." I told her.

_What am I saying?_

"Good." Ultear smiled "Then come please me."

My body moved on its own desires and started kissing the woman.

_I can't control my body. The liquid she stuck my with must make my body move on lust. She's gonna use me as her sex slave!_

I tried to fight it but no matter what I did my body wouldn't respond.

_Please someone! Help me! Cana…where are you…_

Ultear dropped to her knees "I want some more of the delicious cum."

She placed her breasts around my cock and spit into her cleavage to lube it up. She moved her breasts and started giving me a BJ at the same time.

_Even though I can't move my body I can still feel the pleasure. It feels great! Part of me wants to keep fighting…but another want's to just sit here and fuck the shit out of this woman._

"I see that look in your eyes." Ultear said as she moved her breasts "you're enjoying this Lucy. It's fine just accept that you want to fuck me. If you do that liquid will be purged and you can enjoy this completely.

_I…I…damn it I'm supposed to be the one who breaks people with sex not the other way around. I can't give up I have to keep fighting._

I felt my body start to tremble.

"I'm cumming!"

My body filled Ultear's warm mouth with thick semen and she made gagging noises.

"So good. I haven't tasted cum in so long..." She moaned before lying down on the forest floor "Now come."

My body moved towards her and entered her.

"Oh! It's so huge!" she said "The biggest cock I've ever had!"

_I'll take that as a compliment…Focus Lucy._

My body just grunted as it started thrusting into her.

"I've missed this feeling. I haven't gotten any in so long. My fingers can only do so much."

_Stop it body come on let me back in control!_

"I really wish you'd just do this Lucy." Ultear said rubbing her own breasts "Your body's so emotionless."

She just kept moaning as my body fucked her.

_If I was in control I could beat her while she was distracted by the sex. Come on let me back body._

"OHH!" Ultear climaxed and her walls tightened up.

"UGH!" My body groaned and started filling up her pussy.

I tried moving my arms and felt a twitch.

_I think I'm getting somewhere, I have to try harder._

I tired moving my arm to grab her breasts and it responded. I was able to move again.

"Alright!"

"I see you're back in control." Ultear smirked as I squeezed her chest "I'm not done yet."

"Neither am I" I told her turning her over and entering her.

"I see you decided to give me what I want."

"You're just too sexy." I told her "I couldn't watch my body get all this for itself."

_If I can't beat her with magic I'll just fuck her into submission._

I kept slamming into Ultear feeling my crotch press up against her big butt with each thrust.

"Hmm Lucy~ your breasts feel so good pressed up against my back."

"You're such I nice piece of ass Ultear." I told her "You didn't need to use that drug I would have had sex with you if you just asked a little more nicely."

"Had to take precautions." She said moaning "I'm getting close."

"Me to…HA!" I told her pulling out "ULTEAR!"

I splashed cum all over her back and ass.

"You already stayed in once it would have been fine." She told me looking over her shoulder.

"I know." I said "I just felt like seeing you covered in jizz."

Ultear reached over to her discarded clothes and pulled out anther empty vial.

"Would you mind? Just in case…"

"What a second sample, no problem. Will you be helping me?"

Ultear sat back against a tree and spread her legs "I think I'll just watch this time."

I laid back, wrapped my hand around my cock and started masturbating. I looked over and saw Ultear rubbing her self.

"What do you need these for?" I asked.

"I told you it's not your business. You just give me some more of that magic cum."

"Sure." I said moving my hand faster, while I watched Ultear rub her own folds.

"Maybe in a few years I introduce you to my daughter." Ultear said "She just started maturing and I think you'd like her. I mean you'll have to wait like…five years till Meredy is old enough but still."

"Sounds like a plan." I told her "I'm…I'm…"

"Over here." Ultear said "I'm gonna to... Hmmmm!"

"AHH!" I sprayed semen all over my stomach.

I cleaned up the mess and handed the vial full of cum back to Ultear.

"Thank you." She said getting on all fours "Now then…"

I climbed up doggie style and penetrated Ultear's tight folds.

"Oh Lucy it's so good!"

"You're so mature yet so tight." I told her.

"I like sex but I pick my partners carefully."

I grabbed Ultear's hips and thrusted more and more rapidly.

"YES!" Ultear groaned "Your cock is feels so good."

"You seem really pent up when was the last time you had sex?" I asked adjusting myself inside her.

"At least a few months."

Every time I thrust into Ultear her large breasts bounced around. I reached forward and grabbed them as I plowed into her.

I felt Ultear's walls start to constrict "Lucy!"

"Fuck!" I yelled "Here it comes! HAAA!"

I started filling up Ultear again and this time she fell forward.

"So…good…"

_Just a little more and she won't be able to put up a fight._

I walked up and sat on Ultear's face.

"Your pussy looks so sweet Lucy." Ultear said licking my folds.

"Your tongue…God!"

Ultear flicked her tongue over my clit. While she licked my pussy I grabbed my dick and started jacking off again.

"You taste…so good Lucy."

"Put my balls in your mouth." I told her.

I felt my sack get swallowed up into her warm mouth.

"Mmmmm. Musky" Ultear hummed as she batted my balls around in her mouth.

"Ultear…I'm cumming!" I shot my load all over the nearby forest floor and laid back.

I looked over and saw Ultear eyes were half lidded. I grabbed the woman and laid her on top of me and slid inside her.

_Just a little more._

"AH!' Ultear moaned as I filled her womanhood with my cock.

I started thrusting and put my hands on her waist and hips. I could feel my dick moving around inside her.

"Lucy!" Ultear groaned as I slammed into her.

"I'm so glad you found me." I told her "I would have hated to miss this."

"Your body…It's even better than I imagined!"

"I'm gonna cum!"

"LUCY!"

"ULTEAR!"

I filled Ultear up one last time and pulled out as she fell to the ground.

"So….worth it…" she mumbled closing her eyes.

"I win…"

Virgo came and gave me new clothes and helped my dress Ultear and leaves her a note.

_I have to meet up with the others._

* * *

><p><strong>Ultear's POV- Shortly after reconciling with Meredy.<strong>

"Hey Ul?"

"Yes Merry?"

"What's that note?"

"Oh this." I looked down at the note Lucy had left me "It's nothing." I said crumpling up the paper.

_Just call if you ever want to remove some more stress._

_-Lucy_

There was concussive blast and I looked back to see that entire island get wiped off the face of Earthland.

"AH!"

"Oh my God…"

_Well so much for that._

We sailed on I silence for a while not saying much after what we just witnessed.

"Hey Ultear? What's with those vials?"

"The key to our future." I told her "This stuff is the secret we need to achieve my life's goal."

"Oh okay…what's in them?"

"I'll tell you when you're older. For now just don't touch it and never get it on your skin."

"Why?"

"Umm...It's toxic..." I made up an excuse.

"Whatever you say."

_That stuff had no effect on me but i don't know if it would change Meredy...maybe a test...What no! Bad Ultear! No experimenting on your daughter. _

_According to the books I read when I was with the council if a person get Futanari semen on them there's a chance that they have a mutation. But it's completely random no links between who's compatible and the result could ever be found. All kinds of mutations were listed, breast growth, changing genders, even turning animals into human-animal hybrids, some of these resulted in the ability to swap between the forms. There was even one case of contact with the semen resulting in the female who came in contact also becoming a Futanari...Imagine if that happened to my Merry...Meredy with a penis...Hmm...  
><em>

"Ultear what's with that look on your face."

"Oh it's nothing." I nervously smiled

_I'm turning into a sick freak who's having fantasies about her daughter...What's wrong with me!_

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><p><strong>Bisca's POV<strong>

I threw up for the sixth time in the last two days. It took all the courage I had to go to Lucy's the other night and tell her I thought I might be pregnant…but she made me leave…I couldn't muster up the strength to go see her before she left to go to the Exam with Cana. I leaned into the bowl and spit out my stomach yet again.

_Seven…_

I sat up and looked at the test.

"Positive… same as the last two…"

I felt tears start to spill down my cheeks and put my hand on my stomach.

"It's too late…this baby will never meet its other mother…Why did you have to die Lucy… Why did everyone have to die …AHHAAH!"

I sat on the floor of my bathroom and cried. I cried for my friends, I cried for myself, I cried for Lucy, and I cried for our baby.

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><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see next.**

**The mutations Ultear listed won't all happen in this story, unless you want them to. Were you all secretly awaiting a Carla chapter? (lol).**

**Next Chapter Hint- Askua's Mom has got it going on. + someone else who's been waiting seven years  
><strong>

**Till next time!**


	20. Chapter 19:Into the Future-Sherry &Bisca

_Italics indicate thinking._

**Double update today. Chapter 19 and Side Story2**

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><p><strong>Lucy's POV<strong>

_Ugh my head…_

"LUCY!"

I felt myself get tackled to the ground and when I opened my eyes I was in some kind of group hug.

"Umm…Hi."

"She still looks so young."

I looked and saw people from the guild but they all looked different. When everything settled down we found everyone else. After that The First Master explained that she had sealed us away but it took us seven years to be free.

_Did Master Mavis just wink at me?_

We got on the boat to finally go back home. Everyone was pretty quiet. I saw Bisca was here and she had changed her look, mostly her hair. She looked pretty happy to see me but she wouldn't come over and talk. After we returned to the guild we had a nice little party to celebrate our return. The guild hall was tiny now but that didn't matter.

"Hello!"

Lamia Scale had come by to welcome us back. Sherry was with them, and she had changed her look yet again. Now she had her hair up in a ponytail and was wearing a top that only covered the upper half of her breasts.

"Lucy welcome back." Sherry said.

I gave the girl a hug "It's good to see you too. You look…different"

"Oh you mean all this." She smiled "Well I don't always wear this but when I heard you were back I figured you'd like to see as much as possible. Seven years has been good to me Lucy, nothing got saggy."

"I didn't need to know that…but that outfit is sexy." I told her.

"You know Lucy." Sherry leaned in close "You must have seven years of backed up fluid to purge…"

"Are you saying…?"

"Meet me in the forest in five minutes."

With that Sherry got up and walked out of the guild. I waited five minutes and got up.

"Lucy where are you going?" Bisca asked finally talking to me.

"Just out for a walk."

"Okay…don't be gone to long there something I want to talk to you about."

"Okay I'll be back soon."

When I made my way out between the trees, Sherry was leaning up against a tree trunk waiting for me.

"I've waited seven years for more of your Love." Sherry said walking up to me.

I kissed her softly "Sorry for the wait."

We made out for a few minutes before Sherry put her hands on the tree and stuck her butt out. I walked up and flipped her skirt up exposing her panties.

"Nice to see that you haven't let yourself go." I complimented by running my hands over her perky ass.

"Hurry up I'm dying over here." She said "We won't have long till someone comes looking so let's hurry."

"Yeah." I slid her panties to the side and slid inside of Sherry.

"Oh~ I missed your Love."

I started thrusting into Sherry.

"For me it's only been a few days since I last did it. Have you really been waiting seven years for me?"

"No…" Sherry moaned "A lady does have needs."

"It's fine." I told her "but now that I'm back you're mine."

"Yes your Love is the only one I need! All those other ones were inferior to you!"

I kept thrusting "Sherry you feel so good."

"I've missed your Love." She moaned.

Sherry and I kept slapping our thighs together in the forest.

"Lucy I'm so close!"

"SHERRY!"

I pumped Sherry full of cum and let her go.

"That was wonderful Love…" Sherry blissfully moaned as she put her panties back on.

"Are you two done?" Bisca said coming out from behind a tree.

"Bisca!"

"Oh…" Sherry said looking at the other woman "I should go."

"Sherry you don't have to leave." I told her.

"I should get back to the party. My friends might start to worry." She said walking away she stopped and whispered something to Bisca before she kept walking.

"Lucy can you come with me." Bisca said.

"Sure." I said following the woman "What did you want to talk to me about."

"I'll tell you in a bit."

* * *

><p>When we stopped walking we were outside a house. It was a nice place, white paint multiple floors and located in the edge of the forest not too far from the guild.<p>

"What's this place?"

"This is my house." She said.

_How can she afford a place like this?_

Bisca unlocked the door and took a seat on the couch.

"Sit." She said "There's something we have to talk about."

"Alright…" I said nervously taking a seat.

"Lucy do you remember when I came to your house a few weeks before the exam seven years ago."

"Yeah you wanted to talk but you never came back."

"I was too nervous to come back" she said.

"Well what did you want to talk about back then?"

"Hang on one sec." She said getting up "You'll have to see it to believe it."

Bisca walked down the hallway and came back a few seconds later.

"Come on sweetie there's someone I want you to meet."

Bisca rounded the corner accompanied by a small girl, probably about six or seven years old. The girl was wearing a cowboy hat and she had her blondish green hair tired back into a braided ponytail.

"Lucy this is Asuka my…our daughter."

_Our Daughter…_

"Back then…what you wanted to tell me…" I could barely talk.

"I was trying to tell you I was pregnant."

"Mama?" the little girl asked "Who's that?"

"That's your other mom sweetie; I've told you about her remember."

The girl looked at me and back at Bisca "Mama Lucy?"

"Yeah." Bisca smiled.

Asuka walked up and hugged my leg "It's nice to meet you Mama."

I bit my lip, crouched down and hugged the small girl "Nice to meet you to."

I could feel the tears coming out of my eyes.

"Asuka why don't you go play." Bisca said "Your moms need to talk."

The little girl ran off to play and I cleaned up my face.

"I'm sorry." I told the woman.

"What are you sorry for Lucy?" Bisca said walking up to me.

"I should have been here. I can't begin to imagine all the things I missed. The birthdays and other life events."

"It wasn't you fault Lucy and Asuka knows that." Bisca said giving me a hug "So how's it feel to be a mom?"

"I'm still processing it." I told her "It's certainly…special."

"No one else in the guild knows your Asuka's father…err mother. They just think I got drunk and made a mistake."

"I'm sorry I made you do that. I'm sorry I wasn't here to help. My mom died when I was young, I wish I had been here."

Bisca put her hands on my waist and leaned in close "Enough apologizing." She kissed me softly "There's something else I have to tell you."

"Yeah?" I asked.

"I know we all agree to share you as equals but Lucy…as the mother of my child I need to tell you…I love you."

I smiled and kissed her "I love you, i love all you girls. Anything else you want to tell me?"

"A few things." She smirked "but ask whatever questions you have first."

"First…Is Asuka…like me?" i pointed to my skirt

"Yes." Bisca said "She is...gifted…"

"I see…umm this next ones a little personal but how do you afford this place? It's so big."

"Oh this house." She said "I figured you'd wonder about that. Your dad bought this place for me."

"My dad?" I asked surprised.

"He's the only other person besides me and Sherry who knows that you're Asuka's mother."

"What did he have to say about it?" I asked.

"Well he wasn't pleased that you knocked me up…but he was so helpful, sending gifts and buying Asuka all the things she needed. He even got us this house. I hope you don't mind I moved all the things from your apartment into this house."

"Oh that's fine, I was gonna ask to hang around the house, you know for Asuka. I guess I should go thank my Dad for his help." I said walking around looking at the house.

Bisca looked away for a second "Lucy I think you should sit down…"

"Why."

"There's one last thing I need to tell you."

"Okay?" I said confused.

"Umm…Last mouth…your father passed away."

I just blinked "Oh…"

"I'm sorry Lucy." She hugged me.

"No…it's fine…I'm okay..."

She handed me an envelope "He left you this…"

* * *

><p>I read the letter and Bisca let me into the Master bedroom to relax. I laid on the large bed in the room and cried. I don't know why but I did and i couldn't stop. After a few hours I was still upset. I felt the weight on the bed shift.<p>

"What's wrong Mama?"

I pulled my head out from between my knees and saw Asuka was sitting on the bed.

I smiled at the girl "Mama's having a rough day sweetheart. It's late shouldn't you be in bed?"

Askua moved over and hugged me "I'm going, I wanted you to tuck me in."

I wiped my tears away "Sure."

I picked the girl up and carried her back to her room and she got into bed.

I kissed her on the forehead "Goodnight."

"Night Mama." She said as I turned out the lights "I love you."

I felt my lips quiver "I love you to."

_She only just met me today but she's so trusting...I was never here for her before today._

I closed the door and headed back to the master bedroom. This house was big. It had three floors and a basement. Dad had really helped out when I couldn't. There was even a guest room in case someone else wanted to stay over after some Lucy time. I made a mental note to ask Bisca if Asuka knew I had a harem.

_I wouldn't want to weird out the girl by bringing a ton of other people over if she thinks i only have Bisca. Then again she's six she probably doesn't even know what the word means._

I opened the door to the master bedroom and was stunned at what I saw.

"Well hello." The woman smirked.

Bisca was lying on the bed in a black lace bra and panties.

She got off the bed and walked up to me, bouncing with every step "Why don't you come to bed?"

She pulled me over to the large King sized bed and laid down next to me.

"You look…Wow." Was all I could say.

"Thank you." She winked.

I touched her breasts "They've grown."

"Breast feeding will do that." She said.

I looked Bisca over; she was even more stunning then the last time. She looked so much more mature, so much sexier.

"You turned into a Milf." I told her.

"Technically you're one to." She said kissing my neck.

"Ah~"

"I've waited so long to see you again." She said "I've waited seven years to feel this way again."

"You Haven't…"

"You're the only one for me Lucy." Bisca said taking my clothes off.

I put my hands behind her back and unhooked her bra "Well thanks for waiting."

I watched her now larger breasts jiggle as the bra fell off. Bisca pushed me back and climbed on top of me.

"Shall we get started dear?" she asked fiddling with my belt.

"Why'd you call me dear?" I asked slipping out of my pants.

"You're the mother of my child Lucy…we love each other…we might as well be married. We can't legally do that in Fiore so I'll just treat you as if we were. So were married now."

"My wife...Maybe i should 'marry' some of the other girls...I like that idea." I said taking one of her breasts into my mouth.

"Ah Lucy I missed you."

I played with Bisca's breasts before she slid down and pulled out my cock.

"There it is." She said kissing it "I've missed you little Lucy."

Bisca took my girth into her mouth and started bobbing her head up and down.

"Hmmm…That's nice." I moaned.

Bisca kept sucking harder and harder. She reached back and pulled her hair loose of its braid and the long locks fell over her body.

"Your hair is gorgeous." I said running my hand through it and pushing her head down a little.

Bisca's answer was nothing but slurping noises.

"Bisca I'm close."

"Cum for me Lucy." She said before going back to sucking.

"OH!" I stared cumming and filled the woman's mouth with my warm seed.

Bisca swallowed it all and clicked her tongue "Tasty."

Bisca climbed up and straddled my hips, leaning down to kiss me "I love you Lucy."

"I love you to Bisca." I said penetrating her.

"Ha!" she gasped "It's been so long! It's still so big!"

"You're so much looser then last time." I moaned.

"Pushing a baby out of there will do that!" she yelled.

"Even then you're still so tight."

Bisca started moving her hips and hopping up and down on my penis.

"It feels so good Bisca." I moaned.

"Oh Lucy your cock is so amazing. I've missed sex!"

I grabbed her hips and started to match her movements. Bisca groaned out in pleasure and threw her head around flipping her hair.

"I like you hair long like this." I told her.

"I grew it out." She moaned "I thought it made me even hotter."

"You're such a Milf." I told her "So hot."

Bisca leaned down and our breasts pressed together "I'm close Lucy."

"Already?" I said.

"I haven't felt this dick in seven years." She said "Sorry if my endurance is lower than the one who had sex a few hours ago…HA! LUCY!

I felt Bisca's walls tighten during her climax "If this was so important why didn't you stop me from going with Sherry earlier."

Bisca paused to adjust herself "Not counting your spirits Sherry and i were the only members of your harem that got left behind. She waited seven years to. She was there to help me with Asuka" She squeezed my ball sack "Even though she slept around while you were gone I figured she deserved to spend time with you."

"AH! I think I'm gonna cum." I said going to pull out.

"You can stay in; I've been anal about taking my pills since then."

"BISCA!"

I pumped the mother of my child full of my seed and Bisca slid off me. She sat there playing with my breasts.

"Are you feeling any better?" she asked.

"Yeah. Much better." I smiled turning her over and climbing on her back.

Bisca giggled as I teased her entrance "I never thought I'd get to experience this again."

I pushed myself inside the woman and she moaned out my name.

"I had to come back I couldn't miss out on this amazing pussy."

"It's all yours" she smirked as I started thrusting.

"Oh Bisca." I moaned as I felt her butt press up against my crotch.

"Mmmmm Lucy it feels so good."

"You're so warm Bisca. Your walls are so rough my cock feels great."

I kept pounding Bisca, I leaned forward and kissed her neck and smelled her hair.

"Ah! Lucy I'm gonna…AHH!"

I felt Bisca's walls tighten up "Fuck Bisca me to!"

I jizzed inside the woman. I took a few seconds before I pulled out. Bisca got up and pulled up the covers.

"I'm tired." She said "As much as I want more I can't do anything else right now."

"Me too." I said getting under the covers with her "I've had a long day."

Bisca turned and held me close, our breasts pressing together.

"Goodnight Hun."

"Night Bisca."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see in a future chapter or side story.**

**I decided that I wanted the relationship between Lucy and Bisca to be a little more than just friends with benefits. Lucy cares for all the girls and each has a special place in her heart but Bisca is the mother of her child so I figured they'd have a more unique relationship.**

**Next Chapter Hint- Double update today so you'll have to look at side story 2 for your hint**

**Till next time.**


	21. SS2: Juvia's Big Week

_Italics indicate thinking_

**Double Update today-Chapter 19 and Side Story 2  
><strong>

**This side story takes place around the same time as Chapter 17 (Cana's second chapter)**

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><p><strong>Juvia's POV<strong>

Juvia was relaxing in her room when she got a call from Lucy-Sama asking her to come over for a night. Juvia got her coat and headed across town to meet the woman. Juvia let herself in and closed the door.

"Is that you Juvia?"

"Yes Lucy-Sama." Juvia said taking her shirt off.

One of Lucy-Sama's rules is that as long as Juvia is in her home Juvia must be naked.

"Oh good." Lucy said peaking around the corner "You already started."

"What would Lucy-Sama like to do tonight?" Juvia asked taking off her bra.

"We're gonna watch a movie." She said.

Now naked Juvia followed Lucy into the main room and took a seat next to her as she turned the movie on. The opening credits hadn't even ended and Juvia felt Lucy's hand on her outer thigh. Throughout the movie Lucy rubbed and squeezed various parts of Juvia's body including her legs, breasts and occasionally her warmth. Lucy made sure to linger on the parts of Juvia she likes best, mostly Juvia's butt. Lucy-Sama enjoys touching Juvia's butt.

"I'll be right back." Lucy got up and headed into the kitchen.

Juvia kept watching the movie. Juvia won't lie, she felt uncomfortable sitting naked on the couch. Lucy-Sama's fondling was making Juvia wet, I could feel the stress in my loins.

"I'm back." Lucy said putting a carton of ice cream and spoons down on the table.

"Ice cream?" Juvia questioned "There's only one bowl."

"You won't be using one." She said taking my arm and making my support my large chest.

Lucy-Sama opened the carton, took out a scoop of ice cream and dropped it into Juvia's cleavage.

"Cold." I mumbled.

She put a spoon in my free hand "Eat it before it melts." She said.

Juvia took the spoon and dug it into her cleavage to get the frozen desert. Juvia watched as Lucy-Sama ate out of a bowl.

_Juvia is embarrassed. This is degrading. How did Juvia end up like this?_

When Juvia finished the ice cream between her breasts Lucy took another scoop and dropped it into her cleavage again.

"I figured you'd want more." She said.

_Juvia doesn't want to eat like this…but Juvia wants to please Lucy-Sama…Juvia is so confused._

As Juvia ate she could feel the melted parts sliding down her body. It went into her bellybutton and the sides of her breasts had become sticky.

"Ha!" Juvia gasped when she felt melted ice cream run over her vagina.

Lucy-Sama giggled at Juvia's embarrassment "You're so cute Juvia."

"Thank you." Juvia said "May Juvia go clean herself up?"

Lucy-Sama leaned over and licked Juvia's bellybutton and cleavage clean "All right. Don't take to long."

Juvia got up and went to the bathroom. She turned on the shower and cleaned herself off.

Juvia sighed and looked at the puddle forming in the shower.

"How did Juvia end up like this…a slave to Lucy-Sama…?"

"**Come on you know you like it."**

Juvia looked down and saw the face in the puddle

"What are you doing here?" Juvia spat "Go away Juvia wants nothing to do with you."

That thing…That succubus from the Tower of Heaven looked back a Juvia. Juvia has tried everything to get the monster out of her body, hypnosis, potions, nothing works.

"**You like being submissive to Lucy. The way you moan the way you do everything she asks. It's adorable."**

"Stop it. Juvia doesn't want to live like this anymore."

"**Stop lying to yourself Juvia." **The succubus said **"You like it. The sex is great and having it be a reward makes it that much sweeter."**

Juvia has been grappling with her place with Lucy-Sama these last few days. Why is Juvia treated like a plaything when the other girls in Lucy-Sama's harem get treated like normal?

"Juvia's not sure if her role is a blessing or a curse." I told my other half.

"**I think it's a blessing. Just think about it she spends all this time with you, she treats you right, and she rewards you for following her rules."**

Juvia remembered the times Lucy-Sama rewarded her. Juvia felt a twitch between her thighs.

"**See just thinking about it is turning you on. Accept it Juvia, you like being Lucy pet."**

"Juvia…Juvia does like it."

"**Good, then don't kept our mistress waiting."**

"Thank you…"

"**No Problem." **The succubus smiled **"I'm sharing this body with you so I should try to keep you happy."**

With that the succubus faded away. Juvia finished cleaning herself up and went back out to the living room.

"All done?" Lucy asked "Everything all right I thought I heard you mumbling to yourself.

"Juvia is fine."

We sat down and watched the rest of the movie before Lucy-Sama pulled Juvia over to her bed.

"You were good tonight Juvia, I think you deserve a reward."

Juvia laid down on her side and Lucy-Sama lifted Juvia's leg. Juvia felt Lucy rub up against her opening and enter her.

"Lucy-Sama!"

"You're so tight Juvia." Lucy said thrusting her big rod into Juvia.

"Thank you for the compliment Lucy-Sama." Juvia said as she was violated by her mistress "Juvia loves when Lucy-Sama plays with her toy."

"Do you like being my little toy Juvia?" Lucy asked.

"Juvia loves being your plaything. Juvia loves Lucy's big penis. She loves when she's exposed by Lucy-Sama's outfits."

"That's good." She said as her testicles bounced into Juvia.

Juvia felt her body shudder "LUCY!"

"Ugh." Lucy groaned "Orgasaming already?"

"Juvia is sorry."

"Don't be…I'm close."

"Juvia is prepared this time; please fill her with your seed."

"Juvia!"

Juvia felt Lucy-Sama's warm liquid fill her walls. After that Lucy-Sama held Juvia close and the two of us fell asleep.

* * *

><p>After having her way with Juvia again the next morning Lucy-Sama took Juvia shopping. Juvia needed new pants; she had outgrown her old ones.<p>

_Juvia eats healthy but it seems like her butt is always growing bigger. It's been like that since Juvia was a little girl. It's so big and unsightly; Juvia has trouble understanding why Lucy-Sama likes it so much._

Cana and Lucy-Sama came into the dressing room with Juvia.

"This is one size bigger than the ones you have now." Cana said "you said the others were a tight squeeze let's see how these fit."

Juvia took the jeans form Cana and attempted to squeeze into the tight jeans. It was hard to get Juvia's large butt into the tiny pants, but she managed.

"How do they look?" Juvia asked looking over her shoulder.

"Good." Lucy said "I guess you went up a size. How do they feel?"

"Fine." Juvia said turning around in the jeans "They feel perfect"

_Juvia likes this pair they feel nice._

"Try this pair on."

Cana handed Juvia a pair of tight yoga pants.

"Juvia doesn't know…"

_They'd be so revealing._

"Just try them on." Lucy said.

Juvia obeyed and changed into the yoga pants, they felt odd on Juvia. They were soft and tight, almost like a second skin.

"Oh my God!" Lucy-Sama yelled.

"Holy Shit!"

"What?!" Juvia asked "Did Juvia do something wrong. Do they look bad?"

_Please tell Juvia she isn't so big she ripped the pants._

"They look great!" they both said.

Juvia looked in the mirror and saw how she looked. The pants were stretched over her large rump. Juvia knew she had a large butt, but she never realized she was this big. Juvia never realized her butt was this cute.

"Juvia…your ass…" Cana stuttered.

"It's incredible." Lucy said "Best in the guild no questions."

Juvia blushed at the compliments.

"Perfectly round." Lucy continued "Big but not fat. God you look great."

"Stop it you're embarrassing Juvia."

Lucy-Sama walked up and put her hands on Juvia's butt. She moved her hand quick and bounced Juvia's buttocks around.

_It feels so good being groped by Lucy-Sama…Juvia is sorry she had doubts about her desires last night. Juvia likes this felling of Lucy-Sama felling up her ass. Juvia likes have a big butt that Lucy-Sama adores._

"You two finish up here I'm going to check some other stores." Lucy said.

Cana and I kissed Lucy-Sama's cheeks and she left.

"Juvia should get changed so she can check out." I said getting ready to slip off the pants.

"Slow down." Cana said coming up from behind and squeezing Juvia butt.

"Cana!"

"You look great in these Juvia. Your ass is outstanding, what's your secret?"

"Juvia doesn't know." I moaned as she slipped a hand in my panties "She eats healthy but it only seems to get bigger. Cana not so rough."

"Sorry I just can't resist." She said fingering Juvia "I guess you have to by these now that you got all wet in them."

"HA!" Juvia climaxed as Cana tore at her warmth.

Juvia fell into a heap on the floor trying to catch her breath.

"Come on I wanna hit up the liquor store." Cana said helping me off the floor.

We paid for the pants and headed out to the streets. We passed by Gray-Sama and Juvia waved.

_Juvia may not love Gray-Sama but he is still her close friend._

Juvia turned back to see Gray helping a woman with long pink hair wearing a pair of jogging pants and a sports bra up off the floor.

_She must have bumped into him on accident._

* * *

><p><strong>Days Later<strong>

Juvia was lucky enough to be selected for the S-Class exam. Lisanna offered to be her partner. Juvia was grateful and all, Lisanna is a nice girl but…our fight against Erza is a little odd.

Erza picked Lisanna up and threw her down, but instead of screaming in pain…

"OH YES!" Lisanna yelled "Do it again!"

Erza seemed a little disturbed by Lisanna's reaction. I was pretty sure that the attack might have broken a bone or two but Lisanna seemed to be enjoying it.

_Lucy-Sama said Lisanna was into machoism but I didn't think it was this extreme._

"Come on Erza was that it?! That didn't even tickle."

"What happened to you in Edolas?" Erza said "Mira told me you'd changed but…I didn't think you got this freaky."

Juvia and Lisanna tried to fight Erza but we were no match for the older woman.

"You fail Juvia, try again next year."

"I have to prove that I'm better than Levy or Cana. I will become Lucy-Sama's favorite." Juvia said standing up "Let Juvia prove that she's stronger."

"Lucy's favorite…" Erza questioned "I thought we were equals?"

"Yeah!" Lisanna yelled "We all agreed to share. No girl is more important than another. Lucy cares about us all the same."

"Now that you mention it." Erza said "Why does Lucy like you so much Juvia?"

"Lucy-Sama likes Juvia because Juvia is the most attractive."

"I'm way cuter then you!" Lisanna said "Just because you let Lucy dress you up doesn't make you any more attractive to her."

"Says the girl who asks Lucy to beat her." Erza joked re-quipping out of her armor "You're both wrong I am the sexiest." She said standing naked before us.

"No it's me." Lisanna said taking off her clothes "Just look."

_Are you there?_

_**What'd you want?**_

_Juvia needs to prove that she's the best girl for Lucy-Sama…Juvia regretfully asks for your assistance._

_**You're gonna let me out on purpose?**_

_Juvia has no plans to make this a habit._

_**Don't worry I'll show those two skanks why we're Lucy's favorite.**_

Juvia closed her eyes and let herself slip away

**Succubus' POV**

"What are you doing Juvia?" Lisanna asked.

"HAHAHA!" the water rose up around us and I took control of the body

I let my hair down and felt my lips turn purple and my skin turn to its whiter shade.

The water blast lowered and I looked at the two women. 'Titania' Erza Scarlet and Lisanna. Both were attractive sure, but they were nothing like me.

"Juvia?"

"Juvia can't come to the phone right now." I told the white-haired girl.

"Who are you?" Erza asked getting defensive.

"I'm Juvia's other half. You can call me her succubus. I normally only get to come out when she's asleep or passed out, but this time. She let me out to play with you two."

I turned into water and dashed forward tackling Lisanna.

"AH!" She moaned when I did it.

"You're the masochist right? **Water Cane!"**

I whipped the girl and she kept asking me to go harder.

"You like this don't you whore!" I yelled.

"More Juvia! More!"

I felt someone come up from behind and squeeze my breasts.

"So this is why Juvia let you out."

"I'm the more adventurous one." I smirked turning around to kiss Erza.

I kept my foot grinding into Lisanna's butt.

"Mmmmm."

Erza dropped to her knees and teased my pussy.

"You can tell Juvia that since she left she fails the exam."

"She can try next year." I said pushing Erza's face deeper into my thighs.

Lisanna got up and put her head behind Erza and started licking her. We had a whole train going, Erza was eating me out and Lisanna was eating her.

_I love it when I get to run free, I wish you'd let me out more._

_**How is it going?**_

_You can feel it can't you, these two are great_

_**Just show them that we are Lucy's best girl.**_

_Relax I'll get it done. You just sit back and enjoy the show._

_**Juvia will be taking her body back soon.**_

_I know I know just let me have my fun a little longer._

"HA!" I squirted all over Erza's face and she licked the juices off.

"Lisanna!" Erza yelled as she came on the girls face.

I moved the two around so that Lisanna was sitting on Erza's face and getting eaten out.

"I'm gonna show you two something amazing." My hand turned into a large water dildo.

"You can do that?!" Lisanna said.

"That's not all." I said growing a water strap-on.

I pushed the strap-on into Erza and put my dildo hand into Lisanna's mouth.

"It's not as good as Lucy but it'll do." Erza said "I didn't know you could do this."

"Water's amazing stuff." I told her as I trusted into her.

Lisanna moaned as I forced the dildo deeper down her throat.

_**Please don't choke my partner**_

_She'll be fine._

"You're so fricken tight Red." I said "I see why Lucy likes you so much."

Erza reached back and grabbed my ass "And I see why Lucy likes you."

Lisanna groaned as she sucked my dildo.

"Me too!" Erza said.

_She understood that?_

"Here it comes!" I told them "I'm cumming!"

I filled Erza and Lisanna up with water from the fake penises.

Lisanna spit out the water "You can do that?"

I laid down "I'm a water woman. I know it's not as good as Lucy's cum but it's better than just getting no release."

"That was…whoa." Erza said sitting next to me "I think we proved that we're all right for Lucy."

"Yeah." we all said.

_Alright you can have control back._

_**Thank you for coming back without a fight…**_

* * *

><p><strong>Juvia's POV<strong>

That was the story of Juvia's exciting week prior to disappearing for seven years. That week Juvia realized many things. She found out that she was important as Lucy-Sama's toy. She realized why people are so intrigued by her large butt, and she discovered that no matter how much jealousy builds up between us Lucy's entire harem are equals. Well except for one girl who has a special place with Lucy…or at least she does now until someone else gets pregnant.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Please suggest who you want to see in the main plot or in a side story.**

**Next Chapter Hint- Lobster Tails**

**Writing from Juvia's POV is really annoying. Writing out the way she speaks is cumbersome.**

**This double update was a thank you to you readers for leaving 100 reviews. This is my most successful story. When I started this I never thought it would be this popular. **

**Sincerely Thank You.**

**Cheers too many more reviews, follows and favorites.**

**Till next time! **


	22. Chapter 20: Memento-Michelle

_Italics indicate thinking_

* * *

><p><strong>Lucy's POV<strong>

I woke up the next morning and Bisca wasn't in bed any more. I got up, stretched and put on some clothes. When I wandered out into the kitchen Bisca was already there.

"Good Morning." I smiled.

"Mornin'"

I walked up behind Bisca and put my hands around her waist "Why weren't you in bed?"

"Breakfast." She said turning to face me.

I leaned forward and the two of us started kissing. It got pretty heated for a while and I thought we might be going back to the bedroom.

"Good Morning!" a cheerful little voice yelled enetering the room.

Bisca and I quickly separated.

"You two are funny." Asuka said sitting at the table.

Embarrassed by being caught like that Bisca went back to her work and I went to sit with our daughter. I braided Asuka's hair and we ate together before heading to the guild. On our way there Bisca filled me in on all the things I needed to know about Asuka, when her birthday was and what her favorite things were, stuff like that. She also informed me that Asuka knew that I might bring other people over some times and that it didn't mean that I loved Bisca any less.

We hung around at the guild for a while nothing much to do. Wendy came over and offered to play with Asuka. I wasn't stupid I could tell a few people had already caught on to the fact that I was Asuka's other parent, mostly the other girls. I would put money on Master knowing as well.

I was outside looking at the garden when someone came out to talk to me.

"Hello Lucy."

"Ever." I said greeting the woman.

I could tell by the look in her eye what it was she wanted. I followed Ever out back to my new house, since the house was so close it was just easier to go there for some private time. I got Ever into the house and we didn't even make it to the bedroom.

"HA!" I gasped as Ever kissed my neck and she pulled me on to the couch.

"It's been a while." She said kissing me.

I slipped my hand up her skirt and rubbed her inner thighs. Ever moaned into our kiss and started to get out of her dress while I took my skirt off.

"Stick it in me."

I pushed into Evergreen quickly and she moaned in pleasure.

"You're so fricken tight." I said thrusting.

I kept moving the woman's hips.

"Lucy it's so good!" Ever moaned "You're so big!"

I grunted as I slammed into Ever. Her breasts bounced around as I crashed into her.

"Fuck Lucy…I'm gonna! AHH!"

I felt Ever tighten up as she climaxed.

"HA!" I filled Evergreen up with cum and she came down off her high.

"That was nice." She cooed as I lazily laid on top of her.

"You liked it?" I asked.

"You're the best Lucy." She said getting up and putting her dress back on "Sorry about dragging you out here just for one round."

"It's fine." I said getting dressed "As long as you guys don't do it all the time I don't mind. WE haven't done it in a while so this was fun."

Ever walked up and kissed me goodbye before leaving. I took a walk around this mini mansion that I now lived in. It was a nice place multiple bedrooms and bathrooms. The master room where Bisca stayed, Asuka had her own room and there was one guest room. There was a room in the basement for my personal use.

_I wonder who will help me break that room in._

There was a knock at the front door and when I answered it I knew what was coming.

"Master…"

"Lucy…"

"Come in." I grumbled.

"You know why I'm here." He said staying at the door.

"Yep…"

"Well you're all adults just be careful." And he walked away "By the way Lucy, I've known about you since you joined the guild."

"How?"

"I'm the guild master you don't think I can't figure that stuff out. That and it's in your medical records."

_That went better than expected._

* * *

><p><strong>Later at the guild.<strong>

I was sitting around the guild when some girl came in to give me a package. This girl, Michelle insisted she was my sister, really a distant relative, but I couldn't remember her at all.

_I had a pretty crappy childhood; maybe I just blocked her out. If she was there does she know that I'm a Futanari?_

"Oh Big sister!" The girl said hugging me "I've missed you."

Michelle had a cute face and dirty blonde hair. She wore a big pink dress so it was hard to get a good look at her body. The gift she brought me was some sort of metal rod. I didn't know what to do with it so I kept it in the case. Michelle had nowhere to go so I said she could stay at my house.

"It's so big!" Michelle said as I let her in the door.

"I guess."

"This was a gift from your father?"

"Yeah."

Bisca and Asuka weren't home yet so I got Michelle settled in her room.

"Hey Michelle?"

"Yes Lucy?"

"You said we were close as children right?"

"Yes very close."

"Do you by any chance…know about…?"

"Your penis yes I know. We took a bath together I saw it then."

"We did?"

_That doesn't sound like child me at all._

"Did you forget!" she started crying.

"Uh…kinda." I admitted.

"You were so embarrassed." Michelle said "but I didn't judge you. We were young so it wasn't weird."

"Lucy you home?" I heard Bisca yell.

"I'm in here!" I called back.

Bisca stopped in and said hello to Michelle.

"Mama." Asuka said hopping up on my lap "What'ch doing."

"Talking with you Aunt Michelle." I told her.

"Hello." Michelle smiled.

Asuka studied the woman before running off to play. Michelle and I talked for a while.

"Let's take a bath together. Like when we were kids." Michelle said.

"What."

"It'll be fun we haven't seen each other in so long it'll be good for catching up."

Michelle dragged me into the large bath. This place was big, large tub and showers. It was more like a hot spring then a bathroom hell there was even a side room to store your clothes in.

"Michelle I don't know about this."

"Oh relax." She said taking off her bonnet and letting her hair free "I've missed you big sister, maybe this will help remind you of our time together when you were young."

Michelle pulled the tabs and strings on her dress letting it fall to the floor leaving her in only a corset and panties. That was the first time I got a good look at Michelle's body. She was smoking hot. She had large breasts like mine and curves that went on for days. Michelle pulled the strings and the corset fell off exposing her large breasts to the air.

"Come on Lucy don't just stand there." She said walking into the bath.

I reluctantly got undressed and followed Michelle into the bath. When I entered she was already in the water relaxing. I waded into the water and sat across from her.

"This is so nice." Michelle said stretching her arms and thrusting her chest out.

_Oh crap! It's staying down but it won't if she keeps doing stuff like that._

"Is something wrong big sister?"

"No I'm fine." I said regaining focus.

"I'm making you uncomfortable aren't I? Sorry I forgot we're not as young as we were back then. This is probably awkward for you." She put her hand on her chest "I'm turning you on aren't I?"

"Michelle it's not like that."

"Sorry about that." She said washing her hair "I can take care of it if you'd like."

"What no!" I yelled.

_I can take care of it myself tonight._

After that we finished up and went back to the locker room. I watched Michelle drop her towel and turn around to face me with a faint smile.

"Michelle?"

"You really are my 'big' sister." She said getting uncomfortably close.

I felt her hand wrap around my penis "I've wanted to see you for so long. Ever since that day in the bath years ago I've been intrigued by you. I want to show you how much I love you big sister."

"Michelle stop…"

She tugged my hard rod and I gasped "It's so hard."

"Stop it…" she kept rubbing me.

"Lucy…I want you…I want to be more than just your sister."

She moved my head and began kissing me, and I gave in.

_Her lips are so soft._

"I want you to Michelle."

Michelle and I stood there kissing as she jacked me off.

"Oh Michelle I'm gonna!"

I ejaculated all over Michelle's legs and the floor.

"Big sis…" Michelle said touching various parts of my body.

"Come on." I said pulling her towards my room downstairs.

"Lucy I'm staying in the other room." Michelle said.

"I know, this one's closer." I said pulling her onto the bed.

Michelle squeezed my breasts as we rolled around on the bed.

"Michelle your breasts are so big." I said pushing her large breasts together.

"Yours to."

Michelle moved down and wrapped her breasts around my cock.

"That's so nice." I said as she smashed the globes together.

Michelle lubed up her cleavage and started moving her breasts up and down.

"You're so hard Lucy." She said "Don't worry I'll take care of it."

Michelle flicked her tongue over my tip every time it emerged from her valley.

"Oh Michelle that feels so good."

"I can taste your juice." She said "It's nice."

Michelle moved faster and faster.

"Michelle faster!"

"Cum for me Big Sister."

_Does she have some kind of sister fetish?_

"MICHELLE!" I came all over Michelle's breasts.

"So warm." She said.

"Get on all fours." I told her.

Michelle obliged and I got near her entrance.

"Are you ready?" I asked.

"Please…"

I slowly pushed into Michelle and found a wall blocking me.

"You'll be my first big sis."

I made it as quick and painless as I could.

"AHH! LUCY!"

I waited a few seconds to let Michelle adjust to having me inside her.

I slowly began thrusting "It feels so good Lucy."

"You're so tight I love it." I told her watching her breasts sway as she got rocked forward.

"This feeling is incredible! I feel all stuffed!"

I kept slamming into Michelle as she moaned about how good she felt.

"More Lucy More! Harder!"

I obliged.

"Michelle I'm getting close, are you protected?"

"No but you can stay in." she said "I'd happily have your child sister."

"No way. AHH!" I pulled out and came all over the sheets.

"Why didn't you stay?"

"You're not safe. And one kid is enough for now." I told her.

"Okay…" Michelle pouted.

I pulled the woman over and had her face away from me and sit in my lap.

"You're so sexy Michelle, why do you where that big dress?" I said pushing into her.

"You're the only one I want to see my body."

"You're so sexy you should show off more skin." I said lifting her up and down.

I rubbed Michelle's clitoris while I moved her around in my lap.

"SIS!"

I felt Michelle's walls shift as she orgasmed.

"You're so adorable…so sexy." I whispered as I kept fucking her.

"Thank you Lucy!" Michelle moaned.

I reached forward and groped Michelle's breasts with one of my hands.

"Mmmmm Lucy…" Michelle cooed.

"I'm getting close again just a little more." I told her.

"Ohh Lucy! I'm cumming!" Michelle moaned grinding her hips into me.

"Get off!" I yelled as I pulled out and shot cum all over the bed and Michelle's stomach.

Michelle licked the cum off her torso "You taste delicious big sis."

I laid Michelle down and had her spread her legs for me.

I moved into Michelle again and she put her hands on my shoulders as I thrusted into her. She grabbed me and pulled me into a kiss. Our huge boobs mashed together as our tongues grappled. She reached down, squeezed my ass and dug her nails into my back.

"You're getting feisty" I said as I moved my hips more.

"I can't get enough of your body big sis." She said moaning.

"Same to you."

I pulled out and used my hand to finish. I exploded all over Michelle's breasts and face.

"Thank you." She said as I sat back and she took me into her mouth.

"Oh Michelle that feels so good."

Michelle bobbed her head back and forth sucking and licking my cock.

"You're so big Lucy." She said sucking harder "I love it."

"What do you love." I asked running my hand through her hair.

"I love big sister's cock."

"Good girl." I said.

Michelle kept slurping until I got ready to cum.

"If I can't fill your pussy up your mouth will have to do." I said warning her.

Michelle looked up at me with her pretty eyes and gave my cock one long lick before taking me back in her mouth.

"MICHELLE!" I jizzed inside her mouth and swallowed it all.

After I finished she sat up and kissed me. I was surprised when she spit some of my cum into my mouth but I accepted it.

We laid back and touched each other's bodies and kissed some more before me finally went to sleep.

"Goodnight big Sister." Michelle said putting her head on my chest.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Please suggest who you want to see in a future chapter or Side story.**

**Next Chapter Hint- When I grow up I wanna be famous, I wanna be a star, I wanna have boobies…Whoops I mean groupies.**

**Till next time!**


	23. Chapter 21: Strong Breeze-Wendy

_Italics indicate thinking_

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><p><strong>Lucy's POV<strong>

The next day at the guild around midafternoon I was relaxing and sitting around. I put in a request to have Dad's gift looked into by the guild. I was sitting with Levy and Lisanna when someone entered our conversation.

"Lucy." Carla said "May I speak with you."

"Sure." I said following the cat "What's up."

"It's Wendy. She hasn't been herself these last few days and she won't talk to me about it. I was hoping that maybe you'd be able to find out what's wrong."

"I can try." I told her.

Carla told me where to find Wendy. When I found the girl she was sitting on a cliff looking out at the sea.

I sat down next to the blue haired girl "What's up?"

"Oh hey Lucy." Wendy said.

"Carla said something was bothering you." I said "What's wrong."

"It's nothing; it's silly you'd just laugh."

"I won't laugh. Tell me I'm here listen."

Wendy sat there and played with her fingers.

"Um…I don't know how to say it." She shrugged.

"Take all the time you need."

We sat in silence for a few more minutes while Wendy worked up to what she wanted to say.

"I'm upset." She said.

"Okay what about?"

"My age…" she said "I'm supposed to be nineteen but I'm stuck in a twelve year olds' body."

"I see." I shook my head.

"I wanted to grow up so much." She said "I'm still just a little girl. I don't want that, I want to be an adult, I want to look like an adult and I want to be treated like an adult."

"Why do you want to grow up so much Wendy?" I asked "You should enjoy your time as a kid."

Wendy looked down "I just…I wanted to be like everybody else. I'm just that little girl from the guild; I don't have a chest or anything."

I giggled "They're not all they're cracked up to be. They get in the way, and they're fricken heavy."

Wendy pouted "So what, when I do grow up I want a big pair like you. This sucks! I'm not supposed to be some tiny twelve year old, I should be a grown woman."

I rubbed Wendy's back "You'll just have to wait a few years. Why don't you come back to my house for dinner?"

"Alright, sounds like fun."

Wendy and I talked a little more while we walked back to my new house.

"This place is so nice Lucy, much better than your tiny apartment."

"Yeah I loved the apartment but this is much bigger."

Wendy took a seat at the table "You live with Bisca right?"

"Yeah." I said "Technically this is her house, Michelle is staying here to."

_I hope Michelle gets home alright; I left her alone at the guild._

Wendy decided what she wanted for dinner and I got started. I was mixing the soup and ended up getting some on my shirt.

"Wendy do you mind watching this for a second." I asked "I need to get a new shirt from my room."

"Sure." She said stirring the pot.

I went down the stairs and into my room and slipped out of my shirt.

"You're home." Michelle said from the door.

"When did you get home?"

"Just now." She said pushing me back onto the bed.

"Not now Wendy's upstairs waiting for me."

Michelle pulled my pants off "It'll only take a second."

Michelle started giving me a hand job.

"Your hands are so good."

"You're so hard Lucy." She said moving her hand.

Michelle sat there giving me a handy on the bed.

"Oh Michelle I'm so close."

"Cum for me Lucy."

"HA!" I came all over Michelle's hand.

Michelle slowly licked her hand clean "It's so good."

I got a new shirt and headed back out to meet Wendy.

"Sorry about the wait." I said "Michelle needed me for something."

"It's alright." Wendy said "I think the soup's done."

We all ate dinner and sat around for a little while.

"I should get home." Wendy said.

"It's late." I told her "Call Carla you can stay here tonight."

"You don't have to."

"It's fine Wendy." I smiled.

Wendy called the cat and told her she'd be sleeping over at my house tonight. Since Michelle was in one guest room I said Wendy could share with me.

"Now I feel like I'm putting you out of your bed." She said buttoning up her night shirt.

"It's fine Wendy." I said turning out the light "I'm going back upstairs I'll be back in a little while."

I went back upstairs and laid down on the couch to read. I read my book for another hour or so. Bisca walked past and gave me a kiss goodnight before heading to bed herself.

"Guess I should pack it in to."

I marked my place in the book and headed down to my room. When I closed the door behind me I heard a soft panting.

I slowly crept over to the bed "Wendy?"

***Pant***

I looked at the blue hair girl and she was panting for air and when I put my hand on her forehead she was burning up. I threw the sheets back and she was sweating.

"Wendy what's wrong?"

"Lucy…" she looked though half open eyes "My body… it feels like it's on fire. Hngh!"

Wendy grabbed her arms and shuddered in pain.

"It'll be alright Wendy, I'll get a doctor."

"AH!" She suddenly gasped in pain.

Wendy rolled over onto her side and I watched as her hair suddenly grew very long. Then her arms and legs got lanky. She rolled onto her other side and she started to get taller and match the length of her appendages.

"HA!" Wendy gasped

She yelped in pain as her butt grew and she rose off the bed a few centimeters. Next her face grew from innocent to mature, and then there was one finally change, Wendy's chest started to expand.

_She aging up? How?! I can't be from me I didn't get any on her…wait it can't be...THE SHEETS! I never washed them after last night with Michelle. Is it possible that there was some on the bed and Wendy accidentally got it on her? It's the only thing that makes sense... if it's true I need to start being really careful.  
><em>

I watched as Wendy's chest ballooned outward.

***Pop***

One of the buttons on her night shirt burst off. Wendy kept getting bigger and buttons kept snapping off till her chest was probably about as big as mine.

"Ugh…" Wendy finally calmed down and it appeared her changes were over.

"Wendy how are you feeling."

Wendy still hadn't opened her eyes "Stiff." She said "Like I need a good stretch."

Her voice was different, no longer the sweet innocent voice of little Wendy. Now it was the deep seductive tone of a mature woman. Wendy sat up and stretched and the final button on her shirt flew off.

Wendy opened her eyes at the sound and looked down "huh..? HUH?!"

"Wendy calm down."

"What happened to me?!" Wendy said running over to the nearby mirror "I look so different."

She really did. Wendy was no longer a tiny girl. She was about as tall as me. Her long blue hair reached down to her lower back, close to her butt, which was now round and firm. Her face and voice had become like that of a seductive woman. But the most obvious change was her chest.

"They're huge." She said squeezing them "They look like yours Lucy."

"Wendy sit down so we can talk." I said.

Wendy blinked and took a seat on the bed.

"Now what happened to you was an accident." I said "What I'm going to tell you tonight will have to be our secret."

"Alright." She said.

I stood up and got naked "This is what did that to you."

"You did?" she asked.

"Kinda." I said "My penis did."

"Oh."

"Wendy I need you to think about your younger body." I said.

"Why?"

"Cause then you can change back."

"I don't want to change back." Wendy said touching her breasts "I look like I'm about nineteen. My wish came true Lucy why would I want it to stop."

"Wendy you should be able to switch back and forth between the two forms." I said "I just need you to test it."

Wendy reluctantly shifted back to her twelve year old form only to quickly go back to her more mature form.

"There happy?"

"Good enough." I grumbled

"So you were a Futanari all this time?" she asked.

"Yeah." I explained "I guess I should tell you some things."

I explained to her what went on with the other girls and that I was Asuka's mother.

"You two did seem close."

"I guess we should get you some new pajamas." I said.

"Wait Lucy." Wendy said leaning forward "Now that I'm and adult there's some things I need to know."

"Okay?"

"What's sex?" she said "I hear you guys talking about it all the time, but what is it."

"You've never gotten the talk?" I asked.

"Nope." She said "I read about it in a book I the library once but I didn't know any of the terms. What's sex, semen, what's a blowjob?" she fiddled with her now tight pants "and why do I have this itch down there that I just can't seem to scratch?"

I gulped and decided I had to make a decision.

"Okay here's the deal Wendy." I said "I'll teach you about your adult body, but if I do you have to be willing to do what I tell you."

"Okay." Wendy said.

_This is gonna be a long night_

"Then get undressed."

Wendy slipped off the busted night shirt and slightly torn pants. Her little panties were completely shot, they had become nothing more then scraps of cotton.

"All set." She said standing naked before me.

_I can't get over this new voice, it's so seductive._

I gave Wendy a quick rundown of my and her bodies before having her lay on the bed.

"What I'm going to show you now will help take away that itch."

"Right Wendy said.

"Take a finger and tease your clit with it." I said rubbing myself.

Wendy followed suit "Oh! That felt weird."

I gave Wendy a few more instructions and it wasn't long till we were both on the bed fingering ourselves.

"This feels so good!" she yelled "The itch is gone! Being older is great!"

"Yeah it's defiantly fun." I said watching her pleasure herself.

In only a few minutes Wendy was hitting her own sweet spots and moaning loudly.

_She's a fast learner._

"OH~! I feel...AHHH!" Wendy bucked her hips forward as she climaxed "That was incredible…"

I had been rubbing my cock while Wendy was fingering herself "Next you wanted to know about semen right?"

"Yeah" she clapped and her chest bounced up and down

"Then get over here."

I explained that semen was something only males had. I also said that it was what caused her to age up.

"So this stuff's magic?" she said.

"Not always." I told her "I'm a special…AH! Case! Okay Wendy it's coming so pay attention."

I turned the girl and ejaculated all over her breasts.

"It's so gooey…and warm…" Wendy said poking the cum.

I picked some up and put my finger near her mouth "Taste it."

Wendy licked my finger and smiled "It tastes delicious."

I put myself near Wendy's mouth "Next Blowjobs."

"Okay."

I explained a few basic concepts to Wendy and she slowly took me into her mouth.

"You feel so nice Wendy."

She smiled as she moved her head back and forth gently sucking.

_It's not the best BJ I've ever gotten but it's okay. She needs some practice but I bet she can be as good as any of the other girls. Should I tell them Wendy has this form…they don't know that my semen can change people. Maybe it's time to tell them.  
><em>

_I still haven't told them about Natsu either…I'll leave it up to Wendy._

I ran my hand through Wendy's long hair "Listen Wendy Carla can't know about what we do here tonight kay."

"Why not?" Wendy said licking my shaft.

"Cause she'll kill me if she finds out that I did this to you."

"Okay." Wendy grumbled before going back to sucking.

_I wonder what would happen if I got any on Carla…A Catgirl perhaps..? What the hell's wrong with me she's a cat!_

"Wendy how do you feel about joining my harem?" I asked the girl.

"What's that?' she asked flicking her tongue over my tip.

_She learns fast!_

"Think of it like…a sub guild, it's made up of all the girls who have sex with me."

"So your saying if I join you'll show me what sex is?"

"Sure."

"Then I'm in!" she said.

"Okay but then we'll be telling some people that you have this form"

_Maybe I'll bring Natsu and show the girl's his transformation to…_

"Fine when's sex?" she quickly asked.

"Slow down you haven't finished giving me head yet."

"Sorry." Wendy said before going back to sucking.

"You're a real prodigy Wendy." I said looking at her move her head.

***Slurp***

"Very good I'm almost there. I want you to try and swallow as much as you can."

Wendy nodded her head and sucking.

"WENDY!" I filled the girl's mouth with cum and she tried to battle the torrent of semen but had to spit some out.

"Sorry I couldn't do it." She said with a sad face.

I leaned down and kissed her "It was good effort for you first time. You'll get better with experience"

"Lucy that itch is back."

"Then it's time to teach you about sex." I said having her lay down.

"Yay! Teach me."

I explained to Wendy what I was about to do and that it might hurt for a second.

She pulled me down into a kiss "I trust you Lucy."

I slowly pushed into Wendy and she bit her lip as a few tears came out. I leaned in a kissed them away.

"You're so cute Wendy."

"I'm not cute." She said in her sultry voice "I'm sexy."

I felt our breasts pressing together "Yeah you are."

I gradually moved my hips forward and Wendy started moaning.

"This is sex...It feels so good…"

I kept thrusting into Wendy "You feel so good Wendy."

"Oh Lucy you're so big!" she moaned "I like the way this makes me feel!"

"Good." I smiled.

"AHH! LUCY!" I felt Wendy's walls tighten in the first orgasm of her life "That was incredible!"

"We're not even close to finished." I told her.

I started pushing harder and Wendy kept getting more and more aggressive with her kissing and moving her hips to match mine

"I love this Lucy it feels so good! Sex is great!"

"Some call sex getting fucked."

"That's what that word means...Carla said it's a bad word."

"Not during sex it isn't" I said plowing her.

"Please fuck me Lucy." she said "I can't get enough of this feeling."

"HAA!"

I pulled out of Wendy and came all over her stomach.

"It feels so good." She said.

I got next to Wendy and the two of us kissed and she played with my breasts and then her own.

"I'd bet you'd like this." I said wrapping her breasts around my cock.

"What's this?"

"Tit fuck." I said "Move your breasts up and down."

Wendy obliged "This is different."

"You're breasts are so nice Wendy."

"I like these Lucy. They're so big and bouncy. Umm…one question." She said as she shook her breasts "Am I always going to be naked in this form?"

"We'll figure that out in the morning." I said "You look about the same size as me, we might be able to share clothes."

"Okay."

"Wendy I'm getting close." I said "Just a little more."

"Come on Lucy you can do it. I want to taste more semen"

"The slang term is cum."

"Then I want more cum. Your cum tastes so good."

Hearing Wendy talk dirty was all it took to push me over the edge.

"WENDY!" I came all over the girls breasts and she wasted no time cleaning it off.

I pulled Wendy up and spooned her "Tomorrow I'll call my girls over and introduce them to your new powers."

"This night was great Lucy...thank you. You made my dream come true."

"You're welcome." I said falling asleep.

_Tomorrow morning I'm calling the girls over to show them what happened to Wendy and tell them that my cum can change people…I think it's time they meet Natasha as well._

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest people for future chapters or side stories.**

**Sorry if the way Wendy transformed was a little shoe horned, it felt like a good way to age her without Lucy being some kind of pedo.**

**Next Chapter Hint- It's getting cold so grab a mug of Hot Chocolate and sit around the fire.**

**Due to Thanksgiving chapters may be a little scarce next weekend. But I'm working on a special Thanksgiving side story to make up for it.  
><strong>

**Till next time!**


	24. Chapter 22: Timely Reveal-Orgy & Coco

_Italics indicate thinking_

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><p><strong>Lucy's POV<strong>

When we woke up the next morning I had Wendy try on some clothes.

"Ugh." Wendy said "My back is killing me."

"It's probably those jugs." I snickered "You need a bra. Here try on one of mine."

I pulled out a light purple bra and gave it to Wendy. She took it and stared at it.

"Umm Lucy?" she said.

"Yeah."

Wendy pouted "I don't know how to put it on."

A statement like that coming from the mature face and voice Wendy now had was pretty funny.

"You're so cute Wendy." I giggled.

"I'm not cute!" she yelled, Wendy flipped her long blue hair over her solder "I'm a knock out. A babe, a bombshell."

"You'll always be a kid to me." I said "Here I'll show you how."

I helped Wendy into the bra, it was a bit of a tight squeeze but she was able to get it on.

"It's a little snug." She said.

"Maybe you're a little bigger than I thought. You might just need a bigger strap. We can go shopping later."

"Why not now?" she asked.

"I already called the others over so I can tell them about you."

I had Wendy try on various outfits till she found the one she wanted.

"What'd you think about this?" I said handing her a blouse and slacks.

"Maybe" Wendy said buttoning up the shirt "How does it look?"

She had left the top four or five buttons on the blouse open and was showing a lot of cleavage. You could see a good portion of her bra as well.

"Why don't we put the girls away for a bit?" I said clasping a few more buttons "You don't need to give everybody a free show."

"If you got it flaunt it." She said.

"Not all the time sweetheart." I said as she put on the pants "I think this outfit is perfect. I'm going out to the lounge to wait for the others, you stay here I'll call you when we're ready."

"Alright." Wendy said taking a seat on the bed.

I headed out into the basement lounge and for the girls to show up. They arrived one by one, when they had all arrived I called out Aries and Virgo and we got down to business.

"What did you need Lucy?" Erza asked.

* * *

><p><strong>Crowd's POV<strong>

"I want you all to meet someone." Lucy said.

The door to Lucy's bedroom opened and a woman stepped out. She was about the same size as Lucy. She had long blue hair and large full breasts. She stepped out into the room and you could feel her seductiveness in the air.

"Hello everyone." Her voice was like a hot knife through butter.

"Lucy who is this?" Bisca asked.

"This." Lucy smiled "Is Wendy."

"What?!"

"No way." Mira said "That's impossible!"

"Show them." Lucy said.

"Do I have to." She whined.

"It's the only way to prove it."

The woman closed her eyes and her body shrunk down to that of Wendy's, which resulted in all the clothes being baggy.

"There see." Wendy said "It is me."

The crowd was stunned into silence. Wendy changed back into an adult before our eyes.

* * *

><p><strong>Lucy's POV<strong>

"How?" Levy asked.

"The same way your breasts grew." I told her "All of you listen up…"

I explained to them what my semen was truly capable of and that it was the reason Levy's breasts grew and why Wendy now had this adult form.

"Wendy knows that she can only be in her adult form when only the people here are around. This is a secret understand."

"Why did it never do anything to us?" Sherry asked.

"It just works on some people and not others." I said "It seems to be completely random."

"Well if that's all we should let Lucy be."

"Sit down Erza." I said "We're not done yet."

"Sorry." She sat down embarrassed that I had scolded her.

"There's one other person you need to meet, should be here any second."

"Hey Lucy you called!"

"There he is now. Down here Natsu!"

The man walked down the stairs but was surprised to find the crowd of people assembled.

"Umm…hey everyone…Is this some kind of intervention?"

"No silly." I laughed walking up to him "It's time to show them…Natsu do the thing!"

"Lucy I don't know if this is a good idea."

"Please." I pouted "I don't want any secrets."

The girls were starting to mumble and whisper.

"Fine." He said taking his shirt off "But you owe me one."

"Of course."

Natsu had taken his pants off and was standing in his boxers.

"Put your clothes back on this instant Natsu!" Erza yelled "I will not have you corrupting Lucy's mind."

"ERZA!" I yelled "Sit down…"

"Yes Ma'am."

Mira just laughed at her friend getting reprimanded.

"Alright Natsu whenever you're ready." I smiled.

Natsu focused and shifted into his female form.

"No way…" they all gasped.

"Natsu?" Lisanna asked "Is that really you."

"Actually. This form is called Natasha." She smiled.

Lisanna stood up and looked at the girl "you're so…"

"Hot yeah I know." she said.

Lisanna poked and prodded at Natasha.

"Stop it that tickles."

"This happened after Natsu and I spent a night together." I explained "so understand this stuff is dangerous."

I looked around the room and every girl seemed to be getting mighty uncomfortable.

"Michelle come here."

They girl stood up and walked over to me, I slowly started kissing and undressing her.

"Natasha why don't you join the two of us in my room." I said.

"Okay." She said breaking free of Lisanna's grip "But…" she shifted back into Natsu "I think it's fair that I get to go as Natsu this time."

"If that's what you want…The rest of you are free to go. Remember be careful with that form Wendy."

"Yes Ma'am." I heard her say as I closed the door to my bedroom.

I pulled the man and woman with me onto the bed and heard the lounge descend into chaos.

Natsu was grouping my breasts "Lucy…"

"Big sister is mine." Michelle said kissing me.

"No fighting." I snickered getting Michelle out of her dress.

We were all naked and laying on the bed in a heap of bodies.

"Michelle lie down." I instructed.

"Yes." She said getting under me.

I felt Natsu rubbing up against my entrance.

"Here we go." I whispered

I felt Natsu push into my and I moved into Michelle.

_I haven't gotten an in my in a long time. Natsu feels so good. He's so big._

It felt incredible having Natsu filling me up and having Michelle squeezing the life out of my dick.

"This is so good~" I hissed "Natsu you're so big."

"This feels great Luce, you always have me taking you so it's nice to be the man for once."

"Sorry about that." I said as he thrusted into me "I just like to be the man most times."

"It's fine." He grunted "I like it both ways. Giving it to you or taking it, both make me feel great."

"Harder Lucy…" Michelle moaned "Focus on me not that man."

"Don't worry you'll…AH! Get plenty." I said as our chests mashed together "You need to learn to share."

"Lucy I'm getting close."

"Me to Natsu."

"LUCY!"

I felt Natsu's cum start to fill me up and I felt the rush as well.

"Michelle! I'm cumming!"

I pumped Michelle full of cum and slid out.

"That was good." Natsu said.

"There's a lot of noise out there." Michelle said kissing me.

"I wonder what's going on out there…"

* * *

><p><strong>Wendy's POV<strong>

As soon as Lucy retreated to her room with Natsu and Michelle all hell broke loose in the lounge. The pent up frustration had boiled over and girls started pairing off and going to various rooms in the house for some personal time.

I was still sitting on the couch and Cana came up to me.

"You look so sexy now Wendy."

"Thank you." I smiled.

She sat down next to me and rubbed my arm "So how much did Lucy show you last night."

"Lots." I said moving closer.

"Why don't you show me…?"

"Sure…"

Our lips touched and the two of us began kissing.

"Wendy your lips are so soft."

"Yours to."

Cana moved over and straddled my waist. As we kissed she started undoing the buttons on my blouse.

"Look at these knockers." She said "Big just like you wanted."

"Yeah." I said kissing her neck.

I pulled the string and untied Cana's bikini. She took my head and buried it in her cleavage. I moved my head around and motor boated her large breasts.

"Ohh~ that's nice." She cooed.

I moved my hands down and squeezed her butt.

"Hehe, that tickles."

I felt Cana pull the clasps and free my breasts. She moved her head down and began sucking my nipples.

"Ah! Cana that feels so good."

"You're a big girl Wendy. Your nipples are so hard."

I moaned as Cana sucked my breasts.

"Cana…" I moved my hands down and started to undo her jeans.

She slipped out of the pants before helping me out of mine.

"You ready?" she asked straddling my hips again.

"I'm so wet." I told her.

Cana rolled her hips forward as we kissed. Our folds rubbed up against each other's and we moaned.

"Cana…It feels so good."

"You're incredible Wendy."

We rubbed up against each other, kissing and fondling. It felt wonderful having Cana touch my breasts.

"Wendy…I'm so close."

"Me too." I whispered "Make me cum Cana."

Cana gyrated and our bodies shuddered.

"AHH!"

"HAA!"

We both came and laid back on the couch.

"Lucy's pretty busy why don't we go back to my house?" Cana said.

"That sounds like a good idea."

We got dressed and headed out the door. I felt so weird when i walked. I chest bounced and my hips swayed.

_I feel so sexy and mature. I love this body._

"Hey Cana maybe later can we go shopping…I need clothes for this body."

"I'd love to watch you try them on." She said licking her lips.

* * *

><p><strong>Erza's POV<strong>

_I can't believe I made a fool of myself in front of Lucy._

"Come on Erza it's no fun if you just sit there." Mira said kissing my neck.

"Are you that upset the Lucy yelled at you?" Ever asked kissing the other side.

"I'm so embarrassed that she had to scold me like that."

"You deserved it." Mira said squeezing my breasts.

"You interrupted her." Ever said taking her dress off "It's polite to let a person finish. Lucy doesn't hold grudges I'm sure she's already forgiven you."

Ever sat on my face and I started eating her out.

"What did you think of Natasha?" Mira asked "She's kinda cute."

"Cute isn't the right word." Ever said pushing her pussy against my face "She was a bombshell."

"Ever's right." I said from between the woman's thighs "Lucy comes first but I wouldn't mind getting some of her…"

"Me too." Mira said flicking her tongue over my clit.

"HA! Mira!"

"You're so cute Erza." She said "And you taste great."

"Erza your tongue is amazing!" Ever moaned "I feel like I'm being devoured."

The three of us laid there licking each other all over.

"Oh Erza just a little more!" Ever moaned "I can feel it!"

"Me too!" Mira gasped.

"Same…I'm so close Mira…GAH!"

"OHH!"

"MMMM!"

* * *

><p><strong>Sherry's POV<strong>

"Oh Bisca you're so sexy." I moaned as we scissored on her bed "I've wanted you for so long."

"I wanted you to!' she said rubbing her clit "But I wanted to wait for Lucy."

"I'm getting you now that's all that matters." I told her "This feels so good."

I felt out pussies mashing against each other.

"Oh Sherry that's the spot. Harder!"

"More, More!"

I pinched my own nipple.

"I'm getting closer." Bisca said.

"A Milf like you is gonna cum already."

"Please Sherry move faster!"

"Bisca I'm getting there. Just a little more!" I said as our legs got all tied up.

I felt Bisca's legs tremble "SHERRY!"

I started cumming as well.

"BISCA!"

The two of us started making out on the bed and fingering each other more and more.

* * *

><p><strong>Levy's POV<strong>

"Spank me again!"

"Please Mistress Levy we need to be punished."

***Smack!* **I gave Lisanna and Virgo another slap.

"Thank you! Another!"

"Thank you Mistress."

I moved my thong to the side "I think it's time for you two to please me."

Lisanna sat on my lap and started licking my breasts.

"Oh~ Virgo that's nice."

Virgo was licking both Lisanna and I. The white haired girl and I kissed and moaned into the lip lock.

"You both taste good." The maid said "The princess is very lucky to have such wonderful friends.

"Mmmmm Levy your breasts are so nice."

"Thank Lucy." I told Lisanna "She's the reason I've got them."

She kissed my nipples "That's the spot Virgo…"

I reached forward and twisted Lisanna's nipples.

"OH! That hurts so good!"

"You're such a little bitch." I smiled "Asking for pain."

"Punishment?!" Virgo said popping her head up.

"Keep Licking!" We both snapped.

Lisanna and I kissed when Virgo got us both close.

"OH…OH!"

"AHHH! VIRGO!"

The three of us wrestled with our tongues on the living room couch and tuned everything out while we had sex.

* * *

><p><strong>Aries's POV<strong>

"Juvia…" the two of us were pinned up against the table in the kitchen.

"Aries…you're so soft."

I squeezed her backside "You to."

She laid me down on the table and sat on my face.

"69?" I questioned.

"Juvia likes this position."

I started running my tongue over her folds.

"Hmmm…"

"Tastes like sugar water." I cooed.

"Does Juvia taste that sweet?"

"You taste wonderful."

Juvia licked my pussy "You taste good to."

I dug my nails into her butt as I licked her.

"Juvia feels so good."

"Me too." I said "I'm gonna cum soon."

"Juvia is to…Juvia….IS CUMMING!"

My face was covered in her juices.

"JUVIA!"

I came on her face as well.

* * *

><p><strong>Lucy's POV<strong>

After Natsu and Michelle passed out from the sex I walked around the house. Bisca and Sherry were asleep in the master bedroom. Erza, Mira and Ever were in Michelle's room. Aries and Juvia had fallen unconscious on the kitchen table and Levy, Lisanna and Virgo were on the couch. Wendy and Cana had completely disappeared.

"I guess they all got sick of waiting for me and tired themselves out with each other." I snickered "They all look so cute sleeping like that"

* * *

><p><strong>A few days later.<strong>

These last few days have been pretty rough. The Legion Platoon, made up of the Earthland versions of people we met in Edolas, came and stole Dad's gift form me. We went after them and ended up in some old tomb. I was with Happy, Michelle and Romeo but we got separated when I fell down a hole trying to help Coco.

We were walking down a hall trying to avoid the traps.

_This Coco is so different from the one in Edolas, she much snottier. Maybe it's the outfit but she looks a little more mature here, but that could be the seven year gap to. Edolas Coco looked more like a little girl. This one is more like a normal teen. She has a great body. Luckily she seems a little friendlier now that we talked…_

"Look out!" Coco tackled me and saved me form a trap.

"Thanks…" I said as she lay on top of me, her leg rubbing up against my crotch.

_Oh boy…_

"Are you alright?" I asked.

"My ankle." I looked and saw that she must have sprained it trying to help me.

"Oh no."

She adjusted her body and kept rubbing up against my crotch, she went to stand up and I pulled her back.

"What are you doing?!"

I looked her in the eye "You're so much sexier than Edolas Coco."

"What are you saying?!" she blushed.

I reached back and ran my hands over her firm butt "Much sexier…all that moving you just did has me all riled up."

"Huh?!"

I stood up and took my skirt off "I think you should take care of your mistake."

"You…You're a…Futanari…I thought they were just a myth."

"Oh we're real." I said putting my hand on her face "Would you like to see how real."

"No…stop it's against church doctrine…"

"What they don't know won't hurt them." I said kissing her.

She started fighting back but gradually gave in.

_I'm getting better and better at breaking people down._

I ran my hand over her toned legs "You're so fit, your body is so tight and compact."

"I do a lot of running…AH!" she moaned as I kissed her neck.

I had the girl get on her knees and I put my cock in her face. She slowly leaned her head forward and started giving me a blowjob.

"Ohh. That's nice."

She bobbed her head back and forth.

"You give good head." I told her "Very nice."

"Thank you." She said "Is it true that you're a princess?"

"Kinda." I said pushing back into her mouth "You can call me that if you want."

She smiled and kept sucking.

"Mmmmm Coco your mouth is so nice. I think I'm gonna cum."

"Go head princess…"

She sucked a few more times.

"AHHH!" I filled her mouth up with cum and she coughed after swallowing most of it.

Coco stood up and got undressed. She was tiny like Levy but her breasts were smaller.

I picked the girl up and kissed her "Your adorable."

"Thank you…"

I teased her entrance and pushed into her.

"AHH!" she moaned and cried as I tore through her virginity.

I gave her a few seconds to relax before I started moving her around and fucking her.

"Oh this feels good." She said "That's great!"

"You're so tight, it matches your body."

"You're so big!" she moaned "I feel so great. Thank you from showing me this!"

"Was it worth breaking you commitments?"

"YES!" she moaned "You've made me doubt everything I have ever know, you penis is that incredible."

"Shit I'm close." I told her.

"Stay in!"

"COCO!"

"LUCY!"  
>I pumped the girl full of cum before laying her back down. That was easy for me but must have been intensive on her because she had fallen asleep. I dressed her and tended to her injury before continuing deeper into the tomb.<p>

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you'd like to see in a future chapter or side story.**

**Sorry if the Coco part felt somewhat forced, I skipped her in Edolas and wanted to include her here instead but she's just kinda hard to make a whole chapter about so I stuck her in at the end quickly.**

**Next Chapter Hint- Tomorrow is a side story. The two characters that will be in it were briefly hinted at in the shopping section of Juvia's side story.**

**Till next time!**


	25. SS3: Natasha's Rough Day

_Italics indicate thinking_

**This side story takes place around the same time as Chapter 17(Cana's second chapter)**

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><p><strong>Natsu's POV<strong>

I woke up this morning and made a decision

_I haven't spent a day as Natasha in a long time…I've been so busy… I think I'll show that side some love today._

I left Happy a note saying I was gonna be out and about today and headed across town to the apartment. When I entered the place I turned on the shower and stepped in. I got all cleaned up before I shifted into my female body. It always feels weird having my body morph and change like that; I don't think I'll ever get used to the feeling of my manhood shirking away or my breasts forming.

"Good to see you Natasha." I said washing my now long hair.

I felt the water cascade down my body as I washed myself. I rubbed the soap over every inch of my delicate form. When my hand passed over my vagina I couldn't help but hiss at the feeling.

"It's so sensitive."

I took two fingers and started playing with the little bud at the top of my folds.

"Mmmmm."

I flicked it and rubbed it. Soon I shoved the fingers into my body and started rubbing my walls.

"Ah…Ha! So good!"

I kept fingering myself in the shower and using the wall to support myself. I grabbed my breasts and pinched my nipples as I masturbated.

"Oh~ I love this it feels great!"

A few minutes later and I was wiggling my hips and moaning with a powerful orgasm.

"UGH!"

I licked my fingers clean "That felt nice…"

I quickly finished up in the shower before I stepped out and wrapped my body in a towel. I walked out into the main room of the apartment and sat on the bed. I grabbed the hair brush from the nightstand and started brushing my silky hair. I can't deny that making my female body look good is something I enjoy. Maybe these emotions were always inside of me or maybe it was something that awoke when Lucy gave me the ability to change. I don't know, but what I do know is that I enjoy being able to just sit around and make myself look good. Being Natasha lets me relax, no one pestering me for a fight, no one expecting me to act like an adult. Being Natasha is something that lets me feel whole. Maybe part of me was always a little feminine and now I'm just embracing it.

I sat down at the table and started to do my makeup. Lucy had taught me about the stuff and said that it was something every girl needed. I really needed to thank Lucy, she's been so helpful with getting me acclimated with my girly side, teaching me about my body, buying me clothes and make up. I finished putting on a little lip gloss and eyeliner before stepping into the closet to find the outfit I needed.

I stopped in front of the mirror and dropped my towel. I looked at the reflection and smiled. I looked good. Looking at Natasha staring back made me feel…happy. I felt complete.

I looked myself in the eye "I'd fuck me…I'd fuck me so hard!"

My female body is much softer than my male one, most of that is from my chest. My magic is weaker when I'm Natasha so I've started making an effort to try and train her body. I grabbed the sports bra and a pair of tight running pants.

"I'm gonna go for a jog." I said "I'm an idiot…why did I take a shower before my jog?"

I shrugged and grabbed a pair of panties to where. All this stuff is so girly but…there was this feeling every time I try on clothes. It felt so fun.

I slid into the panties and pulled the tight running pants over my butt. I'm big but not as big as Juvia; the pair of black pants accentuated my ass well. Next I stretched the pink sports bra over my large chest. Lucy said she was pretty sure I had the largest ones in the guild. Once I managed to get the thing on I could feel the relief it gave me.

"Damn these things are heavy." I mumbled.

I looked down and even in the sports bra you could still see a lot of cleavage. Despite all the complaining I do like my big chest…again it just feels right. I tied my hair up into a ponytail and headed out the door. I took a few seconds to get my timing before I hit the road and started jogging. Every fricken step I could feel my boobs bounce around.

_I thought a sports bra was supposed to help with that!_

As I went around town I could feel men ogling me and undressing me with their eyes.

_You can look but you can't touch._

As I ran I broke into a sweat. I could feel the tiny beads of liquid rolling down my body, sliding into my cleavage. I had to brush my bangs out of my hair multiple times as I ran. I kept up with my jog, at one point I passed by Juvia and Cana, I had to remind myself not to say hello because they know Natsu not Natasha. I should have been paying attention because suddenly I hit a wall.

* * *

><p><strong>Gray's POV- A Few Minutes Earlier.<strong>

I was walking down the streets heading to the guild.

"Hey Gray!" Happy called flying up to me "Have you seen Natsu?"

"No why, what'd he do now?"

"Nothing." The cat said "But he left a note and said he was going out today but he didn't say where. He's been doing that a lot lately."

"I'm sure it's nothing." I told him I'll see you later Happy."

I kept walking, I passed by Juvia and Cana the two of them waved hello and kept going.

_It's been weird lately without Juvia hanging around me all the time. It feels like all my routines have been thrown off. I kinda miss it…_

"Oouff!" Some chick ran into me and fell to the ground.

I looked down at the woman, she had long pink hair tied into a pony tail, she was wearing basic jogging clothes for a girl…and she was gorgeous. She had a face like a goddess and the body to match.

_Look at that chest…And I thought Lucy was big._

_This girl's a knock out Gray don't fuck this up!_

* * *

><p><strong>Natasha's POV<strong>

I was sitting on the ground rubbing my back.

_That fricken hurt. Stupid jerk bumping into me I'll kill this guy!_

"Hey are you alright?" I felt the man put a hand on my shoulder.

I when I opened my eyes I was stunned at who I had ran into.

_Gray…I can't screw this up…he'll never let me live it down if he finds out I'm really Natsu…Where's his shirt?!_

"Yeah I'm fine." I said dusting myself off.

"I'm Gray." He said putting his hand out.

"Natasha." I said shaking it.

I looked up at Gray. He looked like the same stupid Ice stripper he always does and he had no shirt on. Not to mention that now he was a good foot or foot and a half taller than me so I felt really tiny compared to him.

***Thump***

_What was that?! It felt like I just got shocked._

I blinked and looked at Gray's abs

_They look so defined…What am I saying?_

***Thump***

_There it is again._

"Are you sure you're okay?" he asked.

"Yeah I'm fine." I said regaining focus "I should get back to my run."

I started to jog away.

"Hey wait!" he yelled grabbing my wrist.

***Thump***

_I feel all tingly_

"I know we just met but would you like to go out tonight?"

_Oh God he's asking me out! I can't accept I can't make things that weird…_

"Umm…Uhh…"

"Just once can't hurt right?" he said "We can go eat and then hit up that new club in town."

_Just once won't hurt anybody…_

"Alright." I said.

"Where should I pick you up?" he asked.

I gave him my address and we agreed to meet a six o'clock.

* * *

><p><strong>Gray's POV<strong>

I was sitting in the guild talking with some of the other guys.

"You guys should have seen this girl, a Ten out of Ten." I said "And she said yes."

"You're a real man Gray." Elfman said.

"Lucky you." Gajeel said sarcastically.

"At least he can get a date." Alzack said "Let's face it all of us are losers…Bisca doesn't even look at me…"

"Where is she anyway?" I asked "She hasn't been around much."

"She's been battling the stomach flu." He said "She's held up in her room."

"Well it's getting late I have to go get ready." I told them "See you guys tomorrow."

* * *

><p><strong>Natasha's POV<strong>

"What have I done!" I yelled to myself "I'm going on a date with Gray!"

I kept throwing outfits around in the closet.

"No this isn't good either…I wish I had brought that dress when Lucy and I went shopping…Wait why am I trying to impress that jerk!"

I sat down on the bed and looked in the mirror. Every time I thought about the date with Gray…A small smile crossed my lips.

I felt the twinge in my chest "This is the same feeling I had that first night with Lucy…am I attracted to Gray..?"

_No Way! Not to that jerk!_

_Is it possible that I have feelings for men though…?Does this make me gay?_

I looked at the clock

"I still have three hours…I need to start getting ready soon, if I have to go out with that jerk I might as well try and make the best of it."

I got down to business and picked out a nice shirt and sweater to go with the only skirt I owned. I grabbed to only pair of formal flats I had to go with it.

I took a shower and sat down on the bed. I touched the shoulder where my guild mark was supposed to be.

"Why is it that when I become Natasha the guild mark disappears? Same thing for when I turn into Natsu, makeup, nail polish and ear piercings go away to? Speaking of…"

I grabbed a bottle on polish and got to work painting my nails and toenails a bright red.

When I finished I closed the bottle and put it back down "Why am I trying to make myself look good for that jerk."

I got dressed, brushed my hair, got a pair of earings, and put on my makeup. Before I knew it six o'clock had come around.

"It's now or never." I said when I heard the doorbell ring.

I answered the door and found Gray standing there in his dressy clothes.

_He looks…handsome…_

He handed me a rose "Hello, are you ready?"

"Yeah lets go." I said holding the flower.

***Thump***

* * *

><p>We went to a nearby restaurant to eat before going to a new club that had just opened up in town. We hadn't been there long when I had a few drinks.<p>

"How do you like it?!" Gray asked over the music.

"I'm having fun, I'm glad I came!" I yelled back.

"Come on let's dance." He said pulling me onto the floor.

The music was loud and inviting, hearing it just made you want to grab someone and dance. Gray and I grinded up against each other on the dance floor. Gray had his hands on my waist as I rubbed my ass against his crotch. I could feel his boner through his pants. We danced for a few songs before I headed back to the bar for another drink.

"Same as the last time!" I yelled to the bar tender.

"You got it Beautiful."

I waited a few seconds before the drink was set in front of my. I downed the alcohol quickly before returning to Gray.

_Tastes fizzy…_

Gray and I danced for a while before I had to use the bathroom.

"I'll be right back!" I yelled over the loud music.

I went to the bathroom and fixed my makeup.

_My head is killing me…_

I walked out of the bathroom when I felt someone grab my arm.

"Where are you going?" Some big guy asked.

"Let me go…"

_I can barely see._

"Come on let's go for a walk."

_I can't move! Is it magic? I can't change back either._

I sat there as this guy pulled me out of the club.

_Someone help!_

"Where do you think you're going?"

Gray ran up and punched the guy in the face.

_Gray…_

***Thump***

After Gray beat that guy up everything suddenly felt better, my vision cleared and I was able to move again.

"You alright?" Gray asked.

"Just a little spooked." I told him.

"I think it's for the best if we pack it in for the night." He said.

"Yeah…"

We left the club and Gray walked me home.

"You know my friend Lucy lives in this building to." He said as we got close.

"You know Lucy." I said playing dumb "She's really nice."

"Well I should get going. Will I see you around?" Gray asked.

_Will he..?_

"Thank you Gray." I said "for saving me."

***Thump***

"It's what any guy would have done."

_This feeling my heart…it's on fire…more than usual._

I stood close to Gray.

I tried but I couldn't fight it any more…

"Gray…" I said moving my lips close to his.

I slowly kissed my lifelong friend and he kissed back. We kissed on the street for a while.

_I wanted to deny it…I wanted to run…but I can't anymore…part of me is attracted to Gray…_

When Gary and I finally separated for air I surprised him "Would you like to come in?"

"Don't you think that's a little much?" he asked.

I kissed him again "Please…let me thank you properly."

I unlocked the door and pulled Gray into my apartment. We made out on the bed for a while when I stood up to take my top off. Somehow Gray was already in just his boxers. We kissed more and more as I pulled off the skirt and Gray unhooked my bra.

"Natasha." Gray whispered "You're so sexy."

"You too." I said kissing his neck.

I felt Gray squeeze one of my breasts as we kissed. While he did that I ran my hands over his rock hard chest.

"Ah~" I moaned when Gray started sucking my neck.

After rubbing up against each other for a while I moved to the foot of the bed and pulled Gray's boxers off.

_He's nowhere near as big as Lucy, but he is still pretty big._

I licked the shaft and Gray groaned.

_He'll be putty in my hands soon._

"Do you like this?" I asked kissing the head.

"Oh fuck!" he moaned.

In one swift motion I took him in to my mouth. I started bobbing my head back and forth, sucking Gray off.

He ran his hand through my hair "That feels so good."

I made slurping noises to try and make Gray even harder. It was weird having a cock that wasn't Lucy's in my mouth.

"Cum for me big boy." I cooed licking his balls.

He sucked faster and faster. I felt my breasts bounce with every movement.

"Oh I'm….FUCK!"

Out of nowhere Gray started shooting cum into my mouth. I swallowed most of the white gold but some spilled out and got on my breasts.

"It's a little cold…" I said.

"Probably because I'm an ice wizard."

Gray kissed my body all over before I laid down and took of my damp panties.

"Are you sure you want to go this far?" he asked.

"You're really gonna turn down a pussy like this? I said spreading my legs "Just relax and stick it in me."

Gray slowly pushed into me. My walls eagerly accepted his manhood.

"Ohh that's nice." I moaned.

"You're so warm." He said.

Gray slowly started moving his hips and I rocked my body to match him. My breasts wobbled around as Gray slammed into me.

"Oh Gray it feels so good!"

He leaned in and kissed me "You're so sexy."

"You to. So Muscular." I said running my hands over his hard back.

Gray laid on top of me ramming his penis into my welcoming pussy.

"Harder." I said "Fuck me harder!"

"If that's what you want." He said increasing his speed.

I could feel my breasts mashed up against his hard pecs. I loved the feeling of my small body under Gray's.

"I'm getting close." I warned.

Gray just grunted.

"GRAY!" I felt myself climax and my walls tightened around Gray's penis.

"Ugh! NAT!" Gray started filling me full of semen.

I moved around and got on all fours.

"Please more." I pouted.

"Sure thing just one sec." Gray waited a few to get hard again before going back inside me.

"Mmmmm so big!" I moaned.

Gray grabbed my hips and started doing my doggie style.

"You're so good Natasha."

"Oh Gray you make me feel so good! Keep Fucking me!"

Gray moved faster and faster. I moved back and forth as Gray slammed into me. I laid my chest down on the bed and put my head into my cleavage as Gray fucked me.

"Ah! Gray! I'm so close Gray!"

"Me to."

"HA!…oh~ GRAY!"

I felt my walls tighten and Gray's cum flowed into me.

"That was…wow." Gray said.

We took a few seconds to catch our breath and then we fell asleep.

_That was incredible._

* * *

><p>When I woke the next morning Gray was in my bed, still naked.<p>

_Last night…it was nice…_

Gray moved in his sleep and pulled me into his chest. I laid my head against his hard body.

_This feels so right…I feel so safe in his arms…_

I snuggled closer to Gray and just enjoyed the time sitting in his arms.

_I never thought for a second I'd gain the ability to become a girl…I never thought I'd like it…And I never thought I'd fall for Gray…the fact that I enjoy my female life, was that always there even when I was just a man?_

Eventually Gray woke up and left to go home but promised to see me again soon. After he left I changed back to Natsu and went about my routine.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Please suggest who you want to see in the future.**

**I started a poll to see what you guys might be interested in for a future chapter. I've never done a poll before so I hope it works (look in my profile i set it to appear there.). If you have any additional suggestions you want on the poll let me know and I might add it. I plan to have it run over the Thanksgiving break (about a week).**

**I'm aware that the use of "Orgy" in the last chapter title was slightly out of context. It was the best word i could think of to fit the situations in the chapter that also fit the character limit.**

**Here's a rough outline of when chapters will be posted this up coming week.**

**Sunday(today)-SS3**

**Monday-Ch 23**

**Tuesday-Ch 24**

**Wednesday-No update **

**Thursday (Thanksgiving)- SS4-Thanksgiving themed special.**

**Friday-No update**

**Saturday- No update**

**Sunday- probably no update.**

**Next Chapter Hint- The one that got away.**

**Till next time.**


	26. Chapter 23: Good to see you again-Angel

_Italics indicate thinking_

* * *

><p><strong>Lucy's POV<strong>

We finally had all but one clock part, mine. When everyone showed up with their pieces and the clock put itself together, then it was stolen.

The Oracion Seis was back. I locked eyes with the one girl and she looked scared.

_Angel, the one that got away…_

She had changed, her hair was now long and it looked like her body had matured more, fuller breasts and an older face.

I stared at the girl and licked my lips, she visibly shuddered.

"Angel!" Midnight yelled "Eliminate them."

"Yes sir."

Angel flipped some coins and summoned an "Angel". The monster tore the tomb down; I got one last look at the girl before she disappeared with the rest of the Oracion Seis.

* * *

><p>I was lying in bed the next night trying to get some sleep.<p>

"Is something wrong Lucy?"

"No Aries…Actually Angel used to be your master what was she like."

"Miss Angel…she was nice enough." Aries said snuggling closer.

"I saw her the other day, she looked afraid…"

"Miss Angel was always afraid." She said "She only tries to be strong; on the inside she just needs someone to hold her. Lucy if you can…please help her."

"I'll try." I told her "Now you head home I have someone coming over.

"See you later Lucy." Aries said returning to the spirit world.

I pulled out the next key and stuck it in a glass of water. **"Aquarius!"**

The mermaid appeared before me "About time girl!" I watched her grow her legs "I'm practically dying here."

"Sorry." I said as she joined me on the bed "You're the one who keeps asking me to alleviate your stress."

"Yeah but that doesn't mean I should have to wait." She said taking off her clothes.

I was now naked as well and Aquarius and I were kissing on the bed. She had been coming by more and more frequently looking for some relief from her relationship problems. At this point she was pretty much an unofficial member of the harem.

"Enough foreplay let's get down to business." She said lifting her leg and inserting me into her.

"So what's the problem now?" I asked as I started thrusting into her.

"That stupid jerk broke up with me." She said with a sad face "I think he knew what we were doing…"

"Well that sucks." I said "No I feel like I destroyed your relationship." I said feeling my balls slap against her thighs.

"You're way better than he ever was." She smiled "You're the best brat."

"I'm touched." I said grabbing her breasts.

"Oh right there…that's the spot." Aquarius moaned.

"You feel so good." I whispered.

"I never thought I'd have you as my partner girl…You're so big!"

"Aquarius what do you think about making it official…join the harem."

"If it means I get you more often than fine tell them. Just keep fucking me…LUCY!"

I felt Aquarius walls tighten as she climaxed and I started drawing closer to my own orgasm.

"Aquarius here it comes…HAA!"

I came inside Aquarius and she got really angry.

"Just because I said I'd join your harem didn't mean you could risk getting me pregnant."

"Sorry." I said "You were just too good."

"I should be fine, spirits almost never get pregnant." She said closing her eyes "Night brat."

"Goodnight Aquarius."

* * *

><p><strong>Days Later<strong>

I was betrayed…I had my heart broken…Michelle lied to me, she was with the Oracion Seis the whole time. I feel like such a dumbass!

"Why?" I asked the girl "I thought you liked me…"

"Oh I do sister. That is why I have to keep you all for myself. Those other sluts don't deserve someone like you."

Michelle led me down a hallway before we were stopped.

"Imitatia you will hand Lucy over to me here." Angel said.

"Why would I ever give Big Sister to you?!"

"Don't disobey me!" Angel yelled "If you want to be with your sister you will follow my orders."

The girl threw me at Angel

"Very good you are needed elsewhere." She told Michelle "Out of my sight."

Michelle stormed off and when she was out of sight Angel looked at me.

"It's good to see you're unharmed." She said.

"Huh?" I asked confused.

Angel leaned in and kissed me "It's been a long time Lucy."

"I repeat…Huh?!"

"Why are you so confused…you do remember what you did to me right?"

"I remember it really well." I blushed.

"Then it should be no surprise that I want to keep you safe."

"What?"

"When you took me that day my view of you changed" Angel said "I've waited seven years to have you back."

"What are you saying…?"

"Back in that forest when you had your way with me…I started to see you in a much different light."

"Angel…"

"Please…call me Sorano, that's my real name."

She held me close and kissed me. She pulled me into a back room, a glorified broom closet.

"You know I have a harem now." I told her "I'd love for you to join us when we get this all worked out."

"I'm a criminal Lucy…It wouldn't be smart for me to spend too much time in one place…we have each other right now let's just appreciate that."

"Okay…" I said slowly kissing her.

"Oh!" Sorano moaned when I kissed her neck and started to slide her dress off "Getting right into it?"

"I haven't seen you in so long." I said as she helped me out of my clothes "I don't want to waste any more time."

Angel squeezed my breasts through my bra and I ran my hand through her long hair.

"Lucy!" Angel yelped as I put my hand in her panties, I rubbed my finger over her slit "HA!"

"You're so wet…just like last time." I whispered.

"You always do this to me." She said pulling me closer "You always know just how to make me crumble."

Sorano squeezed my junk "HA!"

"It's already so hard." She said getting to her knees.

Angel licked me and then took me into her mouth.

"Ohh that's nice. So warm, I'm glad I don't have to force you this time."

"Me to." She smiled.

Angel bobbed her head back and forth, running her tongue over the tip on my penis.

"Oh~ Sorano that feels so good."

She thrust her head forward and deep throated my cock.

"AH!"

"Oh Lucy how I've missed this." She said licking my hard shaft.

Sorano kept sucking me off until I got close.

"Sorano I'm gonna…"

"Cum for me Lucy." She said sucking more.

"AHH!" I jizzed in the white haired woman's mouth.

"Much better when I'm not choking on it. A lot easier."

"You looked to be enjoying it more this time." I smiled.

Angle laid on the floor of the closet and I went towards her entrance. I slowly pushed myself inside her and she moaned. I felt her wrap her legs around my back as I slowly started to thrust.

"Oh~ Lucy! It's better than last time."

"It's because you're not fighting." I said "It's mutual, like it was towards the end of our last time."

"Make me feel that way again." She said as my balls hit her thighs "Make me whimper."

"I'll do my best."

I moved back and forth and Sorano moaned out in please.

"So big!" she said.

"You're still so tight." I mumbled

"Fuck me harder Lucy!"

I started picking up my pace.

"Ah…Ah…so good. You make my cock feel great."

"Lucy!" I felt Angel's walls tighten as she orgasmed.

"Oh~ that's so good."

"Lucy you cock is incredible."

I kept plowing Angel; she pulled me into a hug as I fucked her and dug her nails into my back.

"Lucy I'm gonna cum again."

"So soon…"

"Cum with me Lucy!"

I felt my balls clench "AHH! I'm Cumming!"

"OHH!" I pumped Sorano's pussy full of my hot seed and she had a look of pure bliss on her face.

Angel moved around and straddled my hips. She was facing away from me when she reinserted me into her hole.

"Mmmmm." She moaned as I entered her.

I watched as Angel butt moved up and down and my hands held her waist as she moved.

"So big…I feel stuffed." She said.

"You're so sexy Angel."

"Please don't call me that." She whispered "To you I'm Sorano."

"I'm sorry." I moved my hips to meet her bouncing butt "You feel great Sorano."

"Lucy you complete me. I sat in prison for seven years waiting for you to fuck me again." She moaned hopping faster "Rubbing myself doesn't compare at all. I missed having your penis inside me. More than that I missed you showing me how you felt."

"I'm getting close." I warned.

"Oh Lucy I love this!" she said as our thighs made clapping noises.

"You're so tight." I told her "I feel like I'm about to burst."

"Cum in me again." She said "I want to feel your warmth."

"SORANO!" I came inside the woman again and we both took the chance to catch our breath.

Sora leaned her head on my shoulder "Thank you Lucy…get dressed now."

"Why? I can keep going."

"We have to hurry." She said "I need to get you away from this place. I'm in too deep but maybe I can still save you…If I can help you that's all that matters."

"What are you talking about" I said following her out of the closet.

"They need you to be a sacrifice Lucy." Sorano said "Don't worry I won't let that happen…"

I followed her around the castle sneaking carefully.

"There you are." Michelle had spotted us "Where are you taking Big Sister."

Angel stopped "Lucy run now you can still make it."

"I'm not gonna leave you behind…I want you to come back with me, you can live with me you don't have to run."

"It's too late for me…" she whispered.

"Hand her over now!" Michelle threw some bladed shield at Sorano.

"You can't have her!" Angel yelled fighting back "Run Lucy! Please go!"

"NO!"

"You should have listened to her." Midnight appeared next to me and grabbed my wrist "Now it's too late."

"Brain?! AHH!" I watched as Michelle's shield cut through Angel.

"NO!"

"Imitatia take her to the cells in the church. You're coming with me."

Midnight dragged me off and I watched Sorano get dragged away.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Please suggest Future Chapters or side stories. Also The poll is still open.**

**Next Chapter Hint- No strings attached.**

**Till next time!**


	27. Chapter 24: Puppet-Mary Hughes

_Italics indicate thinking_

* * *

><p><strong>Lucy's POV<strong>

I can feel everything slipping away. This clock…it's sucking the life out of me…

I can hear everyone calling for me…Natsu, Gray, Erza, I hear Michelle and Sorano…I don't want to die…

I kept fighting. Midnight tried to kill Michelle, but she didn't turn back into a doll like he planned.

_Is that from me?_

I kept trying to fight but no matter how hard I tried I kept slipping away.

* * *

><p>The next time I woke up I was plummeting to towards the ground with no way of stopping. When I looked around I saw Natsu was running to try and save me.<p>

"Lucy!"

"Natsu!"

He dove forward just like he did back at the Phantom Lord Prison and caught me just in time.

"Thank You." I said hugging him.

Natsu helped me back over to our friends; Sorano and Michelle were there with them.

"Sora! Michelle!" I hugged the two girls.

Our reunion was short lived because the council showed up to arrest Angel and Michelle.

"Please don't they've changed?" I begged.

"That's no excuses for the mistakes of their past." Lahar said when the lacrima receiver he had suddenly rang.

He talked into the crystal and almost sounded like he was arguing with someone before he hung up.

"Congratulations you're on parole." He grumbled "You owe Miss Heartfilia a great debt."

He and his partner teleported away.

"Wow Lucy who knew you had so much pull with the council." Gray joked.

"Yeah…"

_What was that…I didn't do anything…could this have something to do with what Ultear said about the council keeping a close eye of Futanari…_

* * *

><p>When we returned to Magnolia and got Sorano situated with the guild. Since she was under my watch during her probation she would be living with Bisca, Michelle and I. the problem was that we didn't have any more beds left so for now my angel shares with me every night.<p>

"Maybe we need to expand." Bisca said one night "Put an addition on. A few more bedroom, stuff like that."

"We can't afford that." I said "It's way too expensive."

"Well we can start saving up and the other will probably contribute if it means they can stay over more often."

"I'll bring it up to them." I said giving her a kiss "I'm going to bed."

"Night Hun." Bisca said as I headed down to my room.

I opened the door to my room and Angel was already on the bed in her nightgown.

"Coming to bed?" she asked.

"Yeah…" I said getting under the covers.

Sorano snuggled up with me "Thank you Lucy."

"I'd have done it for any of the girls."

"Not for the pardon…for saving my life."

"What are you talking about?" I asked

"I was dying Lucy, but now I'm not."

"What…you were dying?!" I yelled.

"That magic I was using comes at a price, time, but now it feels like all mine came back."

"Never again understand!" I yelled

"I wouldn't dream of leaving you behind." She said "Goodnight Lucy."

* * *

><p>I was surprised how well Asuka took to having people live in the house with us. She treats Sorano and Michelle like aunts. I think Bisca's jut grateful to have people around to help her take care of our daughter. At the guild I mentioned Bisca's idea of putting an addition on the house and everyone was all for it, they even offered to help pay.<p>

One day we were having a party to celebrate the stopping of the Oracion Seis. The Legion Platoon had joined us but one of their members, Mary Hughes, wasn't too excited by the events going on. I saw her wander off from the guild so I followed her. I found her looking out at the cliff I had found Wendy on a few weeks prior.

"The views nice isn't it?" I asked.

"Yeah it's nice." She said

I looked at this girl and she was attractive. She had purple and white hair, sizable breasts, and an ass that could rival Juvia's.

We talked for a while; she said that the real Michelle Lobster wasn't even really related to me.

"I just wanted to help you, to be able to give you some kind of good news." Mary sighed.

"It's fine." I said "Let's start over and be friends, I'm Lucy."

"Mary." She said shaking my hand.

"See that wasn't so hard." I smiled "I like your hair."

"Oh thanks." She said moving her bangs "It's always like that, the white part's a birthmark."

"I think it's cute."

She blushed "Thanks…"

"You said you wanted to help me right?" I mentally smirked "I have an idea."

"What?" she said.

"First how much did Coco tell you?" I asked.

"Tell me about what?"

"Nothing." I said standing up "If you want to help you can get rid of this." I lifted my skirt and showed her my hard on.

"No way!" she yelled "You're a…Futanari…"

"Yeah, why don't you help me get rid of this stiffness." I told her.

"I don't know…"

"Come on Mary, please." I pouted.

"A…Alright." She said slowly wrapping her hand around my shaft "It's so…fleshy."

Mary got to work jacking me off.

"Your hands are so nice." I whispered "Use your mouth."

Hughes took me into her mouth and started giving me a blowjob.

"OH~ Yes!" I groaned "that's the spot."

"It's so big Lucy." She said putting my balls in her mouth.

"You're mouth's so warm."

Hughes kept switching between my balls and my penis, licking and sucking each.

_She's incredible she know all the spots to hit…has she done this before?_

"Jeez Lucy when are you gonna cum?" she asked "We've been here for a while."

"I'm…I'm getting close."

"Well I did this for you so where's my reward?" she asked, her eyes half covered by her hair.

"I'm cumming!" I shot cum all over Hughes face.

"Yuck!" Mary said as her face got coated in the goop.

"Sorry about that." I said "You wanna go farther?"

"We made it this far." She said pulling the zipper on her outfit.

He clothes fell off and I stripped down as well. Hughes breasts looked a little bigger out of her outfit and her ass was still as divine as it was in her tight pants.

"Nice…" I mumbled groping her butt.

"Oh Lucy that feels so good. Squeeze harder."

"You have such a cute ass." I said having her lean against a tree.

"Mmmmm Lucy please…stick it in me." She said making her butt shake.

"Sure." I said teasing her entrance and entering her. I grabbed Hughes hips and started pulling her to match my thrusts.

"Oh Lucy that's so good. It's great!" she moaned "So big."

"Nice and tight, just how I like it." I told her.

"Please pound my pussy." She cooed.

I pulled my hand back and slapped Hughes ass and watched it jiggle around.

"Oh! That felt nice." She said.

_I bet her and Lisanna would get along great._

I kept slamming into Hughes and she kept moaning and making little girly shrieks when I slapped her ass. Her ass felt great pressing up against my crotch with every thrust.

"Lucy…oh…oh…OHHH!" I felt Mary orgasm and I knew I wasn't too far behind.

"Here it…comes…AHH!" I pumped my semen into her warm snatch.

I pulled out of Hughes' pussy and teased her asshole.

"Do it!" she yelled "Fuck me in the ass!"

I pushed forward and entered her tight butt.

"HA! It's so tight!" I yelped.

"I feel like I'm about to be split in two!" she moaned.

Her ass was heavenly, so tight on the inside, so soft on the outside. I kept ramming into Hughes and squeezing her ass cheeks as I destroyed her butthole.

"Ah…Ah! Lucy it feels so good!" she moaned "Fuck me harder!"

"My pleasure!" I said moving her hips faster.

"Ugh yes!" she moaned.

I kept fucking Hughes until she could barely stay calm.

"AHHHH! LUCY! FUCK ME!"

"I'm gonna…MARY!" I filled her ass up with jizz before I slid out and Hughes fell to the ground.

I sat up against the tree and Hughes slowly walked over and sat in my lap. She got into position and I slid inside her.

"Fu…ck!" she groaned as my big cock pushed passed her folds.

"Hughes you're so tight." I said lying down on my back.

"Is she now?" Mira asked.

"Mira?!"

There was a slapping noise.

"AH!" Mary moaned as Mira slapped her ass.

"You know Lucy this girl was rude enough to make me attack my siblings." Mira said "I think she needs to be punished."

"No wait we're all friends here!" Mary pleaded as I fucked her "Oh Lucy right there."

"Not yet" Mira said as she put on a strap-on.

"What are you doing?!"

"Lucy you were kind enough to lube it up for me." Mira said pushing into Hughes ass.

"AHHH!"

"Moan more bitch." Mira spanked Hughes again.

"Oh~"

Hughes laid there taking me in her pussy and Mira in her ass.

"Two at once…UGH!" Mary groaned.

"Lucy your newest bitch is good" Mira said.

"What?!"

"You belong to Lucy now got it." Mira said "Same goes for that other brat. You may all be leaving but you better stop by regularly to get 'serviced'"

"Okay!" She said.

I could feel my balls slapping into Hughes ass as I plowed into her.

"Oh~ Lucy I'm…I'm gonna cum!" Hughes yelled.

"Already, how pathetic." Mira said slapping her.

"Eek! LUCY!"

I felt Hughes climax but I kept ramming her.

"Suck my breasts." I told her.

Hughes put her head into my chest and started sucking on one of my nipples.

"That's right suck like the bitch you are." Mira said giving her another slap.

I gave Mira a look that told her to calm down and little and her face softened and she relaxed slightly.

"Lucy you have such nice breasts." Hughes said.

"And you have a nice pussy" I told her "I'm about to fill it up with hot cum."

"Please Lucy~" She said flicking her tongue of me hard nipples.

I gave her a few more thrusts.

"MARY!" I felt my balls start to spew my seed into Hughes pussy and she moaned as I filled her up.

When I finished Mira pulled out of her ass and the three of us headed back to the guild.

The Legion departed but Hughes and Coco said they'd stop by every once in a while to check on their 'princess'. Erza said she had successfully collect the appropriate funds to expand the mansion and that we could get to work soon. After that I headed home to await my next exciting adventure.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

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**Next Chapter Hint- It's a Thanksgiving Themed side story.**

**Till next time.**


	28. SS4: Ten Little Indians

_Italics indicate thinking_

**This Side Story is non-cannon it takes place in an AU**

* * *

><p><strong>Lucy's POV<strong>

I am Chief Lucy; I lead a tribe of female warriors that have conquered most of the land from here to where the sky ends.

"Wendy?" I asked my shaman "Have Erza and Bisca returned yet?"

Erza is the strongest warrior in my tribe and Bisca is our greatest archer.

"Not yet Milady." Wendy said,

Wendy is a young girl, but she is quite bright. She has a knack for her shaman duties but tends to treat her work more like play.

"Juvia?" I called my aid "Go wait for them at the gate, they should be back from destroying that other tribe by now."

"Yes Chief." Juvia said running off.

Juvia is my most trusted advisor and aid, also the occasional concubine.

"Why did you send them to destroy that village?" Wendy asked.

"Because we need to expand, in both land and people. I do hope they bring back some good prisoners." I said twirling my hair around my finger.

"You're so smart Chief Lucy." Wendy smiled.

"I didn't become chief by sitting around." I told the girl.

"I thought you got to be chief because your of the rare breed." She said.

"That to." I shrugged.

"Lucy-Sama!" Juvia yelled running into the tent "Erza and Bisca have returned."

"Very good let them in."

The scarlet haired warrior and the green haired archer came inside the tent.

"We have returned Chief." Erza said kneeling.

"And how was your assault, were you able to subjugate those peons?"

"Yes Ma'am." Bisca said "But they put up a fight and most of their forces died in battle."

"Shame I was hoping you'd bring back some potential recruits."

"Our journey was not for nothing." Erza said "We did manage to capture five females."

"Very good." I smiled "Bring them to me; we should get started on assimilating them into our tribe quickly."

"Cana bring them in." Bisca said.

A brunette warrior came in dragging five females from another tribe into my tent. There as one with long silver hair, one with long white hair, one with dark purple hair, she was holding a girl with long pink hair close, and finally one with short blue hair.

"All of them look quite good, excellent job Erza. You to Bisca."

"Thank you." They both said.

"You five." I pointed to the prisoners "State your name."

"Like we'd ever tell you." The oldest one spat.

"Erza." I commanded.

"Yes chief." The scarlet haired woman walked up and dragged the woman to the foot of my throne "Answer!"

This woman looked good; she had long dark purple hair and large breasts.

_She'd make an excellent wet nurse..._

"Answer!" Erza commanded.

"Ultear!" she said.

"What a wonderful name." I said "you next." I pointed to the pink haired girl.

"Meredy."

"The rest of you." I commanded.

"Angel, Mira and Levy." They all said.

"What pretty names you all belong to me now. You are members of my tribe."

"I'd 'rather die than work under you." Angel said.

_She will require some work. The others seem more concerned with saving themselves._

"You four." I said looking to my advisors "You've been most helpful as of late, please do me a favor and get those other four settled in their new roles."

"Of course Milady." They all bowed.

"What about her?" Erza asked.

"This one will be staying with me. Bisca take Ultear to the nursery."

"Aye!"

Bisca took the woman into a back room

"Ultear!" the pink haired woman called out "Bring my mother back!"

"Remain calm girl." I said "Bisca will not harm her. Juvia take her, she will be my aid like you."

"Yes Lucy-Sama."

"Wendy you've been asking for an assistant, I think Levy will do nicely."

"Yes Ma'am" Wendy said skipping out of the tent.

"Erza take the last one and test her combat abilities."

"Chief…If I may…"

"Yes Erza…are you already feeling threatened? Your title as strongest is in no danger." I said.

"Sorry…" Erza said taking her new recruit to the training grounds.

"What are you doing to them?" Angel asked.

"I'm giving you five a great opportunity, to join the strongest tribe in the land."

"You gave them all task why keep me?" she said.

"Because…" I said taking off my headdress "You shall become my concubine."

"What?!"

I removed my pelts and exposed myself to this woman.

"You're…a rare breed."

I licked my lips "Yes and you will become mine."

I pulled the woman to the bed and torn her clothes off.

"Stop it."

"Just once and you'll see why all the girls in this village love me so much." I said pushing myself into her.

"AHH!"

I began thrusting into my newest villager.

"How's it feel. You should be honored that one such as me wants you to be her concubine."

"No…no…"

"Just accept it and you'll start to enjoy it." I said grabbing her breasts.

"No..no...AHHH!" I felt her womanhood squeeze me

"Who's your queen?!" I yelled.

"You are!" she said "Lucy is my queen!"

_She broke so easily_

"HAAA!" I pumped Angel full of my seed.

"Ah...ah...ah…" she panted.

"Maybe Ultear will be nursing longer than she plans." I said

* * *

><p><strong>Ultear's POV<strong>

The green haired woman brought me into the back room of the tent.

"You're quite lucky." She said.

"And why's that?" I asked.

"Because Chief Lucy has chosen you to be the wet nurse to our daughter."

"What?!" I yelled "I'm not a wet nurse."

"You will be soon." She said touching my chest "Your large fruit will soon bear nectar."

"Impossible I've never even been with child I don't lactate."

Bisca pulled out a vial "Our shaman is a prodigy. She may have a playful personality but she is also a genius. She assures us this potion will make you into a wonderful nurse."

The archer forced a liquid down my throat.

***Cough* **"It tastes vile. AH!"

I suddenly felt a rush in my chest. I could feel my nipples grow hard like arrowheads and my breasts suddenly felt much heavier. I could feel the liquid collecting in my chest. When I looked down there were wet spots on my tunic.

"Impossible." I gasped.

Bisca pulled off my top and I could see small beads of milk had collected at the tips of my nipples.

"I'm always so busy fighting I don't have the time to feed Asuka." She said handing me a small bundle "So you will do it in my stead, get to work cow."

I looked at the small girl; she couldn't be more than a few weeks old.

_She just had a child and she was already back in the field fighting._

"I suggest you not test me." Bisca said "Feed her."

_I don't have much choice they'll kill me if I don't. Not to mention that potion made my nipples painfully sore._

I moved the child close to my breast and she latched on to a nipple.

"Oh!" I yelped in surprise.

This child sat there sucking from my breasts and it felt nice.

_I never got to do this with Meredy. She was grown when I took her in._

"There you go." I said as I feed this child "Have as much as you like."

I turned the child around and she sucked from the other nipple.

_My nipples are so sore…Even feeding this child won't make the pain disappear._

Eventually Asuka stopped nursing and I put her back in her cradle.

"Excellent job, you will make an excellent nurse." Bisca said "Now come."

I slowly walked over to the woman and she began to suck from my breasts.

"AH!" I gasped.

"Your milk is so sweet." She said "I'm hungry to."

She pushed me down on a cot and sucked from my breasts like her daughter had.

_Milk just keeps coming!_

"HAAA!" I moaned as she ravaged my chest and I felt Bisca slip a hand up my fur skirt.

"You're so wet, feeding my daughter better not have made you like that."

"No." I hissed as she bit down and my nipple shot out warm milk "It's from you."

"Very good."

"Oh Mistress Bisca…This feeling…please there so much pressure in the other one!"

"Nope I'm sticking to the right."

I was in such a state of bliss form her fingers and tongue that I couldn't even move my hand up to relive the buildup in my left breast. I felt Bisca's fingers running all around my womanhood.

"This felling...it's AHHH!" I orgasmed and milk shot from my nipples.

"Welcome Ultear." Bisca said "You have officially been accepted into our tribe. Who is you ruler?"

"Thank you…Hail…Chief Lucy…" I said drifting off.

* * *

><p><strong>Meredy's POV<strong>

I followed Juvia as she walked me around the village.

"Juvia has no idea why Lucy-Sama wants a second assistant." The girl grumbled "Juvia is much prettier than you."

"What does being an assistant have to do with looking good?" I asked reluctantly.

Juvia ran her hand through my long hair "Oh Sweet Meredy. Being an aid is more than just talking to our queen."

"I don't…"

"You are a glorified slave darling." She said letting me into a tent "If Lucy-Sama says jump you ask how high, you are to be at her side every moment and do what she asks without question."

The tent she let me in was full of smoke and only had a bed and a few pots.

_I feel really warm all the sudden._

"What is this place?" I asked.

"This is Juvia's home." She said taking her clothes off "Juvia will now test if you are good enough for some of the tasks Lucy-Sama may give you. Strip."

When I didn't comply Juvia came over and ripped my top off exposing my breasts to the smoky air.

"Eep!"

"Get used to it. Lucy-Sama will ask you to show very little when you're near her."

_Now that I think about it Juvia's top wasn't much more than a few strings and beads._

She pulled my pants off.

"Lucy-Sama will like you." She said rubbing my legs.

_I feel like I'm on fire!_

Juvia suddenly put her face between my legs and started licking me.

"AH!" I gasped as she did it.

"It appears the incense worked wonderfully you are soaking wet."

Juvia dragged me to the bed and kept rubbing her leg against my thigh.

"We may both be Lucy-Sama's pets but Juvia is your superior understand."

"Ha…ha…ha." I panted as she kissed my neck.

"Juvia will teach her underling all the things she needs to please her new Chief." She grabbed my breasts "you must learn to please Lucy-Sama's chest."

She licked my breasts and I could barely move.

_It must be that incense…but it feels so good._

"Juvia…Juvia-Sama. Teach me" I whispered as she licked me.

"First- Only our lady gets called –Sama." She said flicking her tongue over my lower region.

"Yes Ma'am"

"Learn to please Lucy-Sama however she asks. You'll gradually learn from experience." She said licking harder.

"YES!" I moaned "Just like you're showing me."

"And finally, always climax before Lucy-Sama"

"JUVIA!"

The woman stood up from between my legs "Now tell me what is your job Meredy?"

"To please our Chief…Lucy-Sama."

* * *

><p><strong>Levy's POV<strong>

This little girl skipped all the way back to her lab.

"Finally an assistant, I've waited so long."

I looked around her lab was full of books of all shapes and sizes.

"I'll finally have a good test subject." She snickered.

"What?!" I gasped "Test subject?"

"I can't test my concoctions on myself that would be stupid." Wendy laughed digging around in a cabinet "Here they are, Formula-A and Salve-B. You only have to test the Salve."

"What is that stuff?" I asked.

"Thing the chief has asked me to whip up in order to help her various endeavors. I tested Formula-A a long time ago, it's my favorite. You'll be testing Salve B."

"What is I don't want to?" I said.

"You don't have much of a choice." Wendt said pulling the cork on a bottle of green liquid and downing it in a few gulps "OH~! That's the stuff."

Wendy groaned as her body grew and expanded from a little girl into a mature woman. Her clothes tore off and she stood naked before me.

"If you won't test this stuff voluntarily I can always force you." She said in a deeper more mature voice.

"What the…" I stared in shock.

She took off my vest and rubbed some goo over my chest "You're the perfect test subject for this."

I felt a tingling sensation, almost burning and looked down to see my breasts growing before my eyes.

"What the hell!"

"Oh goodie it worked." Wendy said "It made your breasts grow."

"How is this practical?!" I asked felling my chest bounce.

"The chief like girls with big boobs." Wendy said "Didn't you see that almost everyone in the village is stacked?"

"Real breasts." I said poking the mounds "They feel so odd."

"You're still on the small side." Wendy sighed "I guess I'll have to add more balsam…I'll do it later."

She walked up to me and flicked my breasts.

"Ow!"

"I bored. Please me." She said.

"Huh?"

"Please me; I want you to lick me."

The blue haired woman pulled me over to the bed and laid on top of me. For the first time I felt my breast pressing against someone else's. Wendy turned around and but her butt in my face.

I felt her tongue run over my hole as she started licking "You do me to."

I looked at the glistening folds mere inches from my face.

_She smells so sweet._

I moved my head forward and kissed her folds.

"Oh that's nice." She cooed.

I began licking her pussy and she did the same to mine.

_It feels so good._

"Oh Levy you're going to make a great assistant." She said flicking my clit with her tongue.

"Oh Miss Wendy it feels so good."

"Most of my experiment will do that to you."

_She can keep doing this to me…I can keep getting this feeling._

"Oh Wendy…I fell…OHH!"

I felt a wave of pleasure rock my body and Wendy moaned out as well.

"Now Levy…what are you?"

"An assistant to Shaman Wendy, my goal is to help her make things to increase Chief Lucy's pleasure."

* * *

><p><strong>Mira's POV<strong>

I was in a field sparring with Erza. Back in our home I'm the strongest warrior, I can't believe I got beat by this skank. I looked at Erza; she was bouncing all over the place with every strike.

_If only we had some kind of support device to hold these down._

She tackled me to the ground "You call yourself a strong warrior yet you lose focus in battle."

I rolled her over so I was on top "Who lost focus now huh?!"

The two of us grappled on the ground, clawing and tearing at each other.

"Take this bitch!" Erza yelled ripping my top off.

"You whore!" I yelled ripping hers off.

The two of us continued our test of strength. Our bodies smashing into each other's. Not only were our hands battling for dominance so were our chests.

"That's enough." Erza said getting off me "We are clearly evenly matched at this juncture. Let us call it a draw."

"Fine." I said catching my breath.

I looked down and realized I was covered in dirt and mud, and there were leaves in my hair.

"I'm going to the river to clean up, join me." Erza said.

I followed the red head to the river and she stripped down and waded into the water. I followed her and started cleaning off my body. Erza washed her hair out and stood up.

She looked outstanding standing naked like that.

"It's not polite to stare." She said.

I stood up and she looked me over.

"It's not polite to stare" I joked.

Erza walked up to me "Care to spare again?"

"Sure" I said moving closer bumping my large chest into hers.

_I see where this is going._

Erza tackled my and we wrestled in the water, our bodies grinding up against each other, breasts mashing together and legs tangling in battle. It didn't take long for our wrestling match to turn into a make out session.

"Erza…" I whispered as we kissed.

"Mira…" she kissed back "I bet I'm a better lover than you are."

"Care to prove it?" I said grabbing her breasts.

"Gladly." She said sticking her finger in my.

"Oh~"

I moved my hands down and inserted fingers into her.

"Ah!" She gasped.

The two of us battled in the lake, grabbing breasts, kissing and fingering each other.

"Erza…I'm gonna…"

"Me too…I'll last…longer." She groaned.

"ERZA!" "MIRA!"

We both came at the same time.

"So who do you fight for?" Erza asked.

"Lucy…" I said.

* * *

><p><strong>Lucy's POV- Weeks Later.<strong>

I sat on my throne looking around my room. Angel was seated at my feet lying against my leg. Juvia and Meredy were at my sides ready to do whatever I asked. Ultear was in the nursery feeding the children of the village. I had Wendy and Levy working on a potion that could turn men into females. Erza, Mira and Bisca were in the field looking for more potential members.

_This last batch worked out well, I wonder what the girls will bring me this time?_

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want in the future.**

**Next Chapter Hint- Wooden Snake.**

**Happy Thanksgiving. **

**See you on either Sunday or Monday.**


	29. Chapter 25: The Missing 2-Kinana & Laki

_Italics indicate thinking_

* * *

><p><strong>Lucy's POV<strong>

"Harder Lucy!" Lisanna moaned "Please I need to be punished!"

***Smack* **I slapped Lisanna ass as we fucked.

"Oh~ Thank you Lucy!"

We were waiting for the supplies to build the addition to show up so Lisanna and I were on the floor of the bathroom instead of a bedroom.

"You're so big!" she moaned "Fuck me!"

I grabbed Lisanna's hips and pulled her back harder.

"Ahh~" she hissed when I slapped her again.

_She's the only one who likes this…_

"Oh Lisanna it's so good."

"Harder Lucy!"

"Ugh!" I groaned as her walls squeezed my dick.

"OH LUCY!" Lisanna moaned.

"Shit!" I grunted as I started filling the short haired girl up with cum.

"Ha…ha…ha…" Lisanna laid on the floor catching her breath "Wow…"

"Yeah…you're great Lisanna." I said panting as well.

"We…should go back outside and help."

"I guess…."

* * *

><p>The building of the addition was going well. It helps that we could save on cost by having Erza and Natsu build it.<p>

"Lucy we have a problem." Erza said.

"What?" I asked looking up from playing with Asuka.

"We're out of wood…like real wood not your wood."

"I figured that. I thought you had counted this out Erza."

"I must have forgotten to carry a digit."

"I still have to punish you for your outburst a few weeks ago…I plan on making it very severe now."

Erza looked down "Yes Ma'am. I was thinking…"

"That's what that smell is…I'm kidding."

"What about Laki." Erza said "She can just make us more wood with her magic."

"I don't know that's a lot to ask."

"Lucy." Erza said "she and Kinana are the only girls in the guild who aren't part of our little group; maybe you should bring them in and complete the set…"

"It would be a lot easier." I said "Normally I don't like to do this but…tell the two of them to come here tonight. I'll bring them into the fold tonight."

"I'll get right on it." Erza said walking off.

"You're going to be punished tomorrow." I said "I already have a fun little punishment game planned."

Erza shivered before running off.

* * *

><p><strong>That Evening<strong>

I was sitting on the couch reading when there was a knock at the door.

"It's time." I mumbled to myself.

I got up and saw the two purple haired girls standing there.

"Hello." Kinana smiled.

"Salutations." Laki added.

"Come in." I said.

I took the chance to look the two of them over. The seven years had been good to them. Kinana had gone from a pudgy little twerp to a total knockout that could model for Sorcerer Weekly. Laki's hair had grown out and she had continued to mature. Their new outfits showed of their bodies excellently.

"Is there a reason you needed us?" Kinana asked.

"We never get to hang out I just wanted to see my friends."

"Okay…"

_Should I just strip down and take the direct approach?_

"I was gone for seven years I want to hang out with you two. You've changed a lot." I shrugged.

"I guess…" Kinana said confused.

"You both got so much more attractive. I bet all the boys were after you while we were gone."

"You don't need to say things like that."

"I'm serious. You used to be a tiny little thing but now you're a busty bombshell." I told the snake girl "And those glasses look great on you."

Laki adjusted her frames "Thank you."

Kinana covered her chest "Thanks…"

_We're getting nowhere and my dick is killing me. Bisca put Asuka to bed a long time ago…I'm just gonna go all out._

"Alright look." I said standing up and throwing my skirt across the room "I'm a futanari and I want to fuck you."

"HUH?!"

"You're the only girls in the guild I haven't had sex with I'm trying to finish everything off."

"It's a flesh stick." Laki said.

"I never…"

I was at full mast and the two just stared at my dick.

"Normally I'm a lot more shy about it, but looking at you two has got my blood pumping so…can I fuck you? Will you join my harem?"

"No." Laki said "I'm not you toy. I'm not having sex with you so you can pass some kind of milestone."

"I think Laki's right." Kinana added.

"I care about every girl I have sex with. How do you think Angel ended up here? This isn't about some achievements; I do care about the two of you." I said rubbing Kinana's shoulder.

"Lucy…" the girl said.

"Please." I said moving my lips closer "I really want this."

"What are you doing?!" Laki yelled.

I moved my lips and slowly began kissing Kinana. She slowly started kissing back.

"Lucy…That felt…good." She said as we broke the kiss.

"I can't believe you gave in like that." Laki said.

I moved the straps of Kinana's drees around and freed her large breasts.

I flicked my tongue over the nipple "There hard."

"Oh Lucy…."

"Don't touch her fun bags like that." Laki said "Those are for me!"

"Oh!" I said surprised "I didn't realize you two were that close. Kinana who would you prefer right now? Me, Laki, or both?"

"…you." The woman said as I bit her nipple "HA!"

"Kinana!"

"Seems like she's firmly in my camp." I smirked "Now sit quietly while I fuck my latest addition."

"No…"

"Shut up!" I yelled "Don't make me call someone to make you be quite…on second thought. **VIRGO!**"

"Yes Mistress."

"Tie that one up." I said "I want her to watch as Kinana and I do it."

"Of course" Virgo said grabbing Laki and following me to my bedroom.

Virgo tied her down to a chair and put a ball gag in her mouth.

"I'm sorry Laki." Kinana said as I fondled her boobs and rubbed my fingers on her inner thigh "Lucy's just…so good. AH!"

"Mhmp!"

"Shush Laki." I said "Your turn will come soon enough."

Kinana laid down in front of me and started playing with my dick "It's so hard."

"Use those big tits of yours to take care of it." I said.

"Of course." She said wrapping her pillows around my dick.

She lubed up her cleavage and started shaking her chest around. I could her Laki whining in the background.

_She's going to be a pain…hopefully when she sees how much Kinana likes it she'll jump in._

***Slurp* **Kinana flicked her tongue over my hard head "Lucy…you taste good."

"Keep moving those tits of your are driving my cock wild." I said running my hand through her short hair "You're so sexy."

I could hear Laki struggling on the other side of the room.

"Do you want to join in? Or are you fighting back?" I asked.

"MHMP!"

"Oh right there…" I moaned.

"Cum for me Lucy." Kinana said "I want you."

"Mmmmm…Almost just a little more."

Kinana picked up her pace and squeezed her breasts harder around my cock.

"Ah…ah…KINANA!" I started spewing cum into the girl mouth.

"AHH!" She moaned as cum landed all over her face and breasts "It feels… OH YES!"

Kinana's eyes became slit like and her tongue forked

***HISS***

"Kinana?!"

Two large fangs formed in her mouth

"All my power is back! My memories too." She was able to retract the fangs and turn her eyes back "Thank you Lucy. I feel complete again" She said kissing my neck "Let me take care of Laki."

Kinana walked over and moved Laki's dress to the side and tore her pantie off. Laki screamed through her gag. Kinana grabbed the gag and threw it to the side

"Kinana?!" Laki yelled as the girl licked her snatch and untied her form the chair.

"Don't worry love. I've got just enough venom left for you and no one else." Kinana said into her ear "This will only hurt for a second. Then Lucy will make you feel all better."

***BITE***

"AHHH!"

Kinana sank her fangs into Laki's neck and I watch as Laki changed in the same way Kinana did, Fangs and slit eyes.

_Snake Vampires?! _

"I could only give that gift to one person." Kinana said "And I chose you. That venom will make you a snake woman like me."

Laki convulsed on the floor and two leather wings emerged from her back and her legs fused into a snake tail. Kinana was now sporting a tail to. Their tails matched their hair color. They were bottom half snake and top half woman.

_It's the opposite of what happened to Aquarius._

"Ha…ha…ha…"

"How do you feel?" Kinana asked.

"I feel incredible." Laki said making her new wings and tail disappear "Lucy will you accept my apology? Without you I would have felt this new experience. Please let me join you as well."

"Of course." I said waving her over "Just don't go changing others into Snake people. And keep the tails away when we're fucking."

"It only works once in a lifetime and only for purebloods like me" Kinana explained "Laki and I will be your only snake girls."

Laki took her glasses off and hissed at me.

_That's kinda hot._

"Now fuck your new pets."

"My pleasure." I said as the two lay on top of each other mashing their breasts together "Who first? Laki you still need to learn your place."

I teased Kinana's entrance "Oh Lucy~"

I slowly slid inside Kinana and she moaned more.

"So good." I said slowly moving my hips.

"Ha Lucy it feels so amazing!"

I kept slamming into Kinana as she and Laki kissed.

"OH yes harder!"

"Hurry up I want a turn" Laki whined.

"You'll get your chance…I'm getting close Kinana."

"Me to Lucy~ please fill me with cum!"

"HAA!" I pumped the girl full of semen.

"LUCY!"

I took a few minutes to relax before Laki climbed on top and me and inserted my dick into her warm pussy.

"Ah! So big…Mmmmm Fuck." She moaned.

Laki started bouncing up and down when Kinana sat on my face.

"You taste great." I mumbled as I licked the girl.

"Your tongue is just as good as your cock!"

I kept licking and I could hear Laki's hips slamming into mine and my dick stirred her insides.

"Oh…Oh Lucy I'm gonna…AHH!" Kinana came all over my face before falling to the side and closing her eyes.

"She passed out?" Laki said moving her hips even faster.

The wood mage laid forward and our breasts smashed together.

"Fuck me Lucy. Pound my pussy!"

"Fuck Laki…You're so tight."

"Ngnh… I'm so close Lucy!"

"I'm gonna cum Laki."

"AHHH! LUCY!" Laki came and her new wings reappeared and spread wide

"LAKI!"

I filled the girl with hot cum before she laid down next to me.

"These wings feel so weird. Just what is Kinana?" Laki asked

"I don't know…A Naga..? We can figure it out in the morning I'm tired."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Before anything else this chapter is about as weird as this fic will ever get with transformations. I only did this one just to try something weird and different. Laki and Kinana are small enough characters to mess around with a little more. I hope I didn't upset anyone with it.**

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><p><strong>The poll closed here are the final results (this poll was to gauge interest in what you'd like to see sooner, most of these will probably get done eventually but the ones at the top will get done earlier.)<strong>

**In 5****th**** place- Gray/Gracie (FemGray)**

**In a three way tie for second- Revived Ur/Cat girl Carla/ Someone getting pregnant.**

**And the winner- Futa Meredy.**

**So I know what will happen when (They might not follow the exact order of the results) but you'll have to read and see for that. I'm nearing the end of the semester so I can't guarantee and update every day but I'll try to be frequent.**

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><p><strong>Next Chapter Hint- We gotta train harder!<strong>

**Till next time.**


	30. Chapter 26: Training Day-Multiple

_Italics indicate thinking_

* * *

><p><strong>Lucy's POV<strong>

I woke up the next morning and Laki and Kinana were still asleep. They look totally human right now but I couldn't get the image of their half snake bodies out of my head.

_It was such an aggressive change…_

"Morning." Kinana mumbled sitting up.

"Hey." I said giving her a kiss "About last night."

"You mean this." She said turning into a half snake and slithering off the bed "Yeah it's weird."

"So you got your memories back?"

"Yes…" she said "I know what I've done…but I won't let it change me."

"Hmmm." Laki woke up and stretched "And the sun rises again."

Laki put her glasses on and slithered out of bed.

"You got used that really quick." I said.

"It feels so natural." She said moving towards Kinana "I have to thank you."

The two of them got close and their breast mushed together. They started kissing and their tails twisted around each other's.

"Laki…"

I watched the two snake girls kiss and I jacked off to their work on each other. The two grabbed and groped at each other's breast before looking at me and letting out a low hiss.

"Lucy~"

The two slithered over and ran their forked tongues over my cock.

"Ah!" This time I was the one letting out the hiss.

The two alternated licking my shaft until Laki took me into her mouth and Kinana started sucking on my balls.

"Oh yeah…"

The two kept licking and sucking while twisting their tails around each other.

"It's so big Lucy." Laki said.

"Your balls are you large to."

"I'm…I'm gonna."

"Feed us Lucy!" They said.

"HAAAA!" I shot cum into their waiting mouths.

They eagerly swallowed what had landed in their mouths.

"Turn back and get dressed." I told them "We have to tell the others about this."

* * *

><p><strong>A Few Days Later<strong>

The guild had decided to enter the Grand Magic Games, a series of contest to determine the best guild in Fiore. We had split up into various groups to go and train for the event. My group consisted of Myself, Erza, Natsu, Gray, Juvia, Wendy, Levy, Angel, and Michelle…Oh Happy and Carla to. Jet and Droy had also come but they just sat around.

We decided that since we had three months to train we'd take the first day as a beach day. The girls all had bikinis on except for Wendy, who kept whining about wanting to be in her adult form.

"Sorry Wendy." I said trying my top "There's too many people around right now, maybe later."

"I went and brought a suit and everything…"

"Lucy-Sama…does Juvia have to wear this?" the girl asked from behind a curtain.

"I got that just for you. I think you'll look outstanding in it. Now come out let's see."

Juvia stepped out from behind the curtain in a revealing white two piece. Her breasts were about to pop out of the cups and her ass was swallowing the bottoms.

"Perfect." I smiled.

"You look fine Juvia darling." Sorano said stepping out in a light blue bikini with a feather pattern.

"I think you could afford to cover up more. Lucy how come Juvia get to be played with like that?" Michelle complained in her pink strapless bikini.

"Quit whining." Erza said wearing black. Erza fresh off her punishment and was still thoroughly embarrassed.

"Yeah." Levy said bouncing out in a striped outfit "You always try to keep Lucy all to yourself."

"All right." I said "That's enough. Let's go have fun!"

We went out to the beach and did the usual beach things, swan, built sandcastle. Eventually though we did have to do some work. I was meditating trying to increase my magic when I decided it was time for a break. I was walking around the beach when I Juvia just sitting there.

"How come your not training?" I asked.

"Juvia is on a break." The girl explained.

I looked at Juvia. She looked good in that Bikini, it was bursting at the seems, but her pale skin clashed with it so much.

"Lay down." I told her.

"Huh?"

"I want you to work on your tan." I said.

"Okay." Juvia said lying on her back.

I took out some tanning oil and started rubbing it on Juvia. I started with her legs and coated them in the oil. I slowly ran my hands over Juvia's smooth stomach.

I intentionally moved my hands lower and skimmed over her crotch.

"Lucy-Sama!"

"Quiet" I said "There are people around."

I moved my hands up and started coating her breasts in the oil. They were so soft and perky. Juvia moaned when I rubbed over her nipples.

"Ahh…"

"Okay I'll be back in an hour to do you back." I smirked walking off.

* * *

><p>I went farther down the beach and found Erza sitting on a rock outcropping. I snuck up behind had and pulled her top off. I heard her breast smack around from the violent pull.<p>

"Ah!"

"Got ya." I laughed.

"Jeez Lucy." She said taking her top back and covering her breasts "What if someone had seen."

"Oh you mean like the other day?" I smirked.

Erza blushed and took her top back.

"I can't believe you made me do all those things."

"That was you punishment." I said kissing her neck "Don' put your top back on just yet."

Erza smiled and we started kissing.

"We can't take too long I have to get back to Juvia in about a half hour." I explained.

"Plenty of time." Erza said looking around before pulling my bottoms down and wrapping her breasts around my penis.

"Oh Erza. They're so soft." Erza started moving her breasts up and down making me moan.

"You're so hard Lucy." Erza said licking the head "So good."

Erza kept moving her tits up and down until I got close.

"Erza I'm getting so close."

"Cum all over me Lucy!" Erza said "Cover me in you hot seed."

"ERZA!" I shot hot semen all over Erza's face and she cleaned it all off.

"So good Lucy. So tasty."

"I'd love to stay for more but there are others who need help 'Training'." I told her.

"There's a hot spring here, maybe we can all go tonight?" Erza suggested.

"That sounds like fun." I said.

* * *

><p>I went back up the beach and found Juvia still lying out in sun.<p>

"Okay time to flip." I said.

Juvia turned over and I untied the strings on her bikini. I got more oil and slowly rubbed it over the sided of her breasts.

"Lucy-Sama…"

I continued to cover various parts of Juvia in tanning oil. I had climbed up on top of her and was dry humping her.

"Don't get up." I said "You'd flash everybody."

"Juvia is…so embarrassed. Being violated in front of everyone like this…"

I rubbed the oil on her back while also rubbing my crotch over her ass.

"Oh…"

I slyly slid Juvia's bottoms to the side and entered her.

"Lucy-Sama there are people around…AH!"

I slowly slid in and out of Juvia.

"That's why you have to be quiet."

We were in a pretty secluded part of the beach so I was willing to take the risk that just made it more fun.

"Lucy-Sama is so big." Juvia moaned "Juvia love your penis."

"I said be quite pet."

"Juvia is sorry."

Juvia lay on her towel as I took her from behind.

"OH LUCY-SAMA!" Juvia loudly moaned.

I shoved her face down into the sand to muffle her screams.

"MMMMM! FUCK!" I groaned as I filled Juvia up with cum.

"Lucy-Sama." Juvia moaned "It's so warm."

"You just lay here tanning got it." I said kissing her neck "I have to help some others train."

* * *

><p>The next girl I came across was Levy. She was out in the water swimming around.<p>

_Sex in the water…?_

I swam out to meet Levy who was just treading water.

"Hey Lucy.

"That bikini looks great on you." I said "You really fill it out."

"Thanks." Levy said "You to."

I just giggled at her compliment. Levy slowly swam closer and straddled my hips.

"So…wanna practice?" she smirked.

I felt Levy move her suit down and mine as well. I pushed into Levy and she started gyrating her hips under the water.

"Oh Levy!"

"It's so cold and so warm." She moaned.

"So tight." I groaned "You're so good Levy."

"Harder" Levy whispered.

I kept moving into Levy. The water made a lot of resistance.

"Fuck Levy." I groaned.

"Oh Lucy I'm…AH!"

I felt Levy tighten up as she orgasmed.

"HA!" I filled Levy up with cum.

You could see some of the fluid floating in the salty water near us.

"Oh wow…" Levy panted getting off me and fixing her bathing suit.

"That was incredible." I said getting out of the water "We're going to the spa tonight, do you wanna come."

"Sure." Levy smiled.

* * *

><p>I kept going on my trip down the beach. This time I came across Wendy reading some papers.<p>

"How's it going? You learn those spells yet?" I asked.

"Oh hi Lucy. I'm still working. This is so hard."

"How about you take a break." I smiled "Relax a little."

Wendy gave me a look.

"Grow up." I said "We haven't spent time together in a while. Maybe you can show me the outfit you brought."

Wendy took her top off and started transforming into an adult. The skirt of her bathing suit hiked up and barely covered her now round ass.

"Guess I should have taken these off to." She said stepping out of the bottoms "They really dug into me."

Wendy went over and dug around in her bag pulling out a bikini. She changed into the blue and green swimsuit and posed in front of me.

"How do I look?"

"Fantastic." I said "Now get out of it."

"Huh?"

"Up against that bolder." I said moving her and pulling the bottoms down "You're so sexy Wendy."

"OH!" Wendy gasped as I entered her.

Wendy was still so tight. I kept pulling her hips back and fucking her against the stone.

"Harder! Harder Lucy! Fuck me!"

"Keep it down." I told her feeling my balls slap against her thighs.

"Sorry it's just so good." She said "I love sex. I love your cock!"

"You're such a nympho Wendy." I said.

"Whatever that means I'll take it as…a compliment…Ah I'm..."

"It means your practically addicted to sex."

"It's so good! Lucy I'm…OH!"

"Me to." I told her "Have you been taking the things Erza gave you."

"Yes! That's what will let you fill me with cum right…just a little more!"

"Yep I'm gonna pump you full of it." I told her licking my lips "Wendy I'm about to…"

"LUCY!"

"UGH! I'M CUMMING!" I shot cum inside Wendy's warm pussy and she slumped forward, letting it pour out of her.

"So good…" she said in bliss.

"It's getting late." I said "We're going to the spa come on."

"Right behind you."

* * *

><p>I was relaxing in the spa with Juvia, Erza, Wendy, Levy, Sora, and Michelle.<p>

"This is nice." I mumbled "It would be nicer if you guys would spread out!"

The six of them were all huddled around me.

"Sorry." They all said moving away.

I heard the door to the spa open.

"Erza I thought you locked it after you scared the boys away before." I said covering myself.

"I did."

The boys had almost caught adult Wendy and me on our way into the bath. Luckily Erza scared them off.

There were footsteps approaching and a towel clad Natasha rounded the corner.

"Hey there." She said dropping her towel.

"Oh it's just you." I let out a breath "Did you lock the door."

"You bet."

The pink haired girl stepped into the water with us and relaxed. We talked for a little bit, you know random girl talk, make up and clothes.

"Alright I'm starting to shrivel up time to get out." Angel said stepping out of the water, her body glistened as the moonlight hit her skin.

Most of us got out and dried ourselves off, slipped on a Yukata and headed back to the girls bedroom. All the girls looked really nice in there Yukatas. Wendy was complaining because she wasn't allowed in her adult form when we walked around the hotel.

"Why not."

"The boys and Carla are around, what if they see you." I told her.

"Well Natsu gets to be Natasha." Wendy mumbled.

"That's because he looks like a different person. You look too much like Wendy."

"Neh!" Wendy said sticking her tongue out at me.

"Just let it go Wendy." Erza said "You can change back when we get to the room."

We were all walking around in these Yukatas. They were comfortable but I was bouncing around everywhere. So were the others. Watching their breasts jiggle turned me on so much.

"Hey have you guys seen Natsu around?" Gray asked.

"Nope."

"Fine." He said walking passed us before stopping "Natasha?"

"Gray?!" the girl gasped.

"What are you doing here?"

"Just…on vacation…I happened to come across Lucy in the bath."

_Is she blushing?_

"Oh that's right you two used to be neighbors." Gray said "I'm going to look for Flame Brain. I'll talk to you later."

As soon as Gray was out of ear shot we booked it back to the room. Wendy wasted no time growing up and almost bursting out of her Yukata.

"That's better." She stretched making her breasts almost pop out "Now Natasha…

"Okay what was that?!" I said

"What was what?" the pink haired girl answered nervously.

"That interaction with Gray." Levy said "He clearly knew you."

"I might have talked to him a few times…" she said playing with her fingers.

"That's too dangerous." Angel said "What if he finds out."

"He won't okay!" Natasha yelled "Gray hasn't talked to Natasha in seven years! What happened that night was a mistake!"

"What happened…?" I questioned.

"Umm…Well…Uhh…"

"Speak now." Erza said.

"We might have gone out on a date. But he doesn't know I'm also Natsu!"

"Oh dear." Michelle said.

"You're on a dangerous path." I said "If Gray finds out…Just tell me what happened."

"We might have…done it…"

"OH COME ON!" we all yelled "YOU AND GRAY!"

"I was a little drunk…and he saved me from a creep…It was just a weird night…he never even called me back when we got home."

"This is bad Lucy! Really bad!" Levy yelled.

"Gray-Sama is so bold." Juvia mumbled "A one night stand."

"Everybody relax." I said "You're a big girl. You handle it. If you wanna fuck Gray fine. But you're responsible for managing your two lives."

"Yes." She said lowering her head.

"Why don't you two go reconnect." I said.

"What?!"

"You need to be punished for not telling me about this. So go 'reconnect' with Gray."

"I don't know…"

"Why you do that we'll get all set up to watch the two of you." I smiled.

"Lucy…this is…"

"Are you disobeying her?" Erza asked.

"No…" Natasha said walking off.

"Tonight will be fun." I smirked.

* * *

><p>We were looking through a hole trying to spy on Natasha and Gray. We all knew what was coming so we had gotten undressed in anticipation.<p>

"Move I can't see." Angel mumbled.

"Virgo made each a hole you can see fine." I grumbled "Now shut up here they come."

The door opened and Natasha and Gray came in already engaged in a powerful Lip lock.

"So aggressive." Michelle said.

"I can't tell who wants it more." I mumbled.

Gray wasted no time getting Natasha out of her Yukata and sucking on her breasts.

"Oh Gray!" she moaned

I looked around and saw that most of the girls were already teasing themselves. We watched as Natasha kissed Gray's neck as he took her panties off.

"You're still so sexy." Gray told her.

"Mmmmm." I moaned as I looked down and saw Levy sucking me.

I looked around and saw Angel being eaten out by Michelle, and Erza and Wendy engaged in a kiss while Juvia played with herself.

"That's it Levy."

"So thick." Levy said sucking my cock.

I looked back through the hole in the wall and saw that Gray was already thrusting into Natasha. Their sex was animalistic. Gray was attacking her pussy with his cock and Natasha's breast where bouncing around.

"Fuck me Gray fill me with cum…AHH!"

"HAA!" I saw cum start dribbling out of Natasha pussy.

_So hot…Watching her get fucked…_

Levy started sucking harder and I felt my climax coming.

"OHH~!" I started shooting cum down Levy's throat.

After that the room fell into a huge orgy. I still don't really know most of what happed, just that I was inside someone and someone else was licking my pussy while I sucked a pair of large breasts. The only sounds that could be heard were moans and gasps as people orgasmed constantly.

_These three months are gonna be great._

* * *

><p>The next morning when I woke up every girl in the room was naked. I looked through a hole in the wall and saw Natasha snuggled up with Gray.<p>

She looks adorable.

I heard a groan on the other side of the room and people started to wake up. The girls and I went and got cleaned up and hit the beach. Before we could actually get started with any training Virgo showed up and told us that something was wrong in the Spirit World. She took us there and it turned out the only thing wrong was that they wanted to throw a party to celebrate our return after seven years.

We hung out but the entire time we were there Aquarius was acting a little…fishy.

"Princess come with us." Virgo said.

"We want to show you our room." Aries said.

I knew what the two really wanted and I let the drag me off.

The two wasted no time stripping down and locking the door. Their room was small, one large bed and two closets.

Virgo stood before me in her pink undergarments and Aries was naked.

"Ready Princess?"

"Yeah." I said getting on the bed.

The two began kissing me and I got out of my pants.

"Ah Princess!" Virgo moaned getting on my dick.

Aries was sucking on my breasts as Virgo hopped up and down.

"So big!"

"Still so tight." I groaned reaching back and fingering Aries.

"Lucy~"

Aries flicked her tongue over my nipple as Virgo moaned.

"Ahh! So good!"

"VIRGO!" I came inside the spirit and Aries wasted no time changing places with her.

"Oh Lucy!"

"Aries after this I want you to go hang around with Sora."

"Of course!" she said "I'd love to please my former master."

"Aries you're so soft." Virgo said rubbing the ram's breasts.

"I'm so close…I'm gonna cum Lucy!"

"Oh Aries! Me too!" I said.

"Will you keep it down?" Aquarius spat walking in "You three are so fricken loud."

"Aquarius?!" Virgo said "You shouldn't be here. The Princess is busy."

"What?" I said as Aries kept moving around.

"Listen up you brat." Aquarius spat "We have a real problem."

"What?" I groaned as I felt Aries tighten up.

"OHH~!"

"I'm pregnant…"

"WHAT?! AHH! FUCK!" I came inside Aries as Aquarius said that.

_This can't be happening…_

* * *

><p>I sat down with the mermaid to get an explanation.<p>

"How long have you know?" I asked.

"A few days in my time. A couple weeks for you. It must have happened that other night."

"I thought you said it couldn't"

"I said it was super rare. Don't you listen brat?!" Aquarius spat.

"Who else knows?"

"The ram and the maid." She said

"Well how do you want to handle it?" I asked.

"It's yours you better take some damn responsibility." She said "I'll be coming back to the human world with you. Having the kid inside me should make it so I don't get my power drained."

"I can't believe I got my spirit pregnant." I mumbled. I leaned my head against Aquarius "I'll take care of you and the baby…I love you Aquarius…"

"Love you to br…Lucy…"

"Why do you have to come to the human world?"

"Cause time passes faster there. I can get this thing out of me sooner that way."

_She's already pretty bitchy. A pregnant Aquarius…I'm already terrified._

"What do you mean time passes faster in my world?"

"One day here is like three months there."

"What…" I said stunned "We have to go now!"

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><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Originally the spirit world stuff was going to be its own chapter. But as I started writing it felt too similar to chapter 7 so I just put a little part of it in at the end**

**Next Chapter Hint- It was the number one vote- I've got a feeling!**

**So I have just been notified that someone has basically copy and pasted from my story. You are free to call the author in question out on this but please don't be a jerk. Be respectful and kindly ask that the story be changed. DO NOT FLAME OR BE RUDE!**

**Till Next Time.**


	31. Chapter 27: Mood Swing- Meredy & Ultear

_Italics indicate thinking_

**_Double Update today (Chapter 27 and SS-5) because i felt like it!_**

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><p><strong>Lucy's POV<strong>

"Three months wasted…" Erza mumbled.

"Please punish me more Princess."

"GO HOME VIRGO!"  
>Aquarius was back in the spirit world packing her things and was going to becoming to Earthland tomorrow. The rest of us wallowed in our embarrassing waste of time. We received a letter from a bird that told us to go meet someone. We went to where we were supposed to and were surprised who we found there, Jellal, a pink haired girl and Ultear.<p>

Ultear looked good. She had aged well; she still looked young and vibrant. The girl with her was also stunning; she was giving me some weird looks though.

They explained that they wanted us to look into something while we were at the GMG. Ultear offered to fix our training problem if we helped. Erza told them that we'd do it. We sat around and talked as Ultear put everyone through the ringer with some spell.

"Lucy will you come with me." She said.

"Sure." I said following her deep into the forest. We came to a small opening where that pink haired girl was.

"Lucy this is Meredy. Meredy this is Lucy Heartfilia."

"Hello." The girl smiled and waved.

"How did that stuff work out for you?" I asked.

"Didn't work like I planned." She sighed "But it did do something…"

"What?" I asked.

"Show her Merry."

The pink haired girl pulled her pants off and I was stunned. She had a penis, not as big as mine but fairly large.

"Another Futanari…"

"She wasn't always like that." Ultear said "It all happened seven years ago just after you disappeared…."

* * *

><p><strong>7 Years Ago- Ultear's POV<strong>

Meredy and I were in the lab I was using to experiment with Lucy's semen.

"So what do you need this stuff for?"

"I'm going to try and use it to resurrect my mother…but so far nothing's working."

"What exactly is it, how's it supposed to revive Ur?" she asked.

"I gave you the talk remember." I said "This stuff is semen; it comes from a Futanari girl."

"A what?"

"A girl who also has male parts." I explained "Some of the purer ones have almost pure magic in their semen. It's been known to affect human bodies is strange ways."

"Like how?"

"Growing breasts, changing gender, age progression. Basically anything someone has a fetish for." I said shrugging "It's powerful stuff one drop can cause a mutation, so don't touch it understand. I doesn't work on everybody; I'm an example of that. Part of me thinks we should test it and see if it affects you and get it out of the way."

"No way, what if it gives me something weird!"

"I won't, just be careful with these vials."

"Got it!" Meredy smiled.

We went about the day and I did my experiments. I was working on something when I heard a yelp.

"Umm…Ul…"

I looked over and Meredy had semen all over her hand.

_Days without an accident…0_

"Alright stay calm." I said "Take a seat and relax, if nothing happens in an hour we're good."

"What if I grow extra arms or something?"

"Just relax and wait." I said.

"Fifty five minutes." I said "just a few more and you'll be home free."

Merry looked hopeful before a look crossed her face "Oh no."

"What?" I asked.

"I feel…kinda funny…"

"You might be changing. Let's see what happens."

We waited a few more seconds when Meredy suddenly gasped.

"I feel it!"

Meredy groaned as her hair grew out. Her arms and legs got longer as she grew taller.

"Oh! It fells so strange!" she said.

_She growing up…that's pretty minor. I thought she might grow a tail or something, like that could happen._

Next two large supple breasts formed on her chest and tore through her shirt. Her nipples were hard and at attention.

"Boobs?! AH!" she yelped as her ass grew and tore her stockings to threads.

_She looks so good…Pretty nice ass._

Meredy was taller and had a more adult appearance. Her breasts were big but not large, much smaller than me.

"I think it's over." I told her.

"No…" she mumbled "I can still feel something…HAA!"

Meredy gasped and groaned as the flesh around her vagina morphed into two large testicles and a ball sack.

_No way…is she becoming…_

Next a large phallic shape formed above them.

"AHH! WHAT'S HAPPENING TO ME!?" Meredy moaned as her male parts kept forming "HAA!"

They finished forming and shot cum all over the floor.

When she finished I looked over her body. Meredy now had a large penis and balls. Her cock was smaller than Lucy, but her balls were much bigger. Lucy's balls are about the size of a golf ball, Merry was more like a kiwi.

"What…am I…" Meredy said.

"It turned you into a Futanari…" I said "This change is almost unheard of."

I scooped up some semen and tested it.

"It's not magical like Lucy's. Must be because you're not a natural born one."

"I look like some kind of freak!" she started crying.

"No sweetie." I said hugging her "You're even more beautiful…"

* * *

><p><strong>Back to the present (We'll examine what happened after that some other time…)<strong>

**Lucy's POV**

"So it changed her like that…whoa." I said.

"Yeah I've only ever heard of one case like that." Ultear said "But now Merry's one to."

"Please don't stare at it." The girl blushed "It's kinda embarrassing."

I walked up to the girl "Welcome to the group."

"Huh?"

"I've only ever met two other Futanari one was a nother verion of me and one is my daugther, it's nice to meet another one."

"Um…thanks." She shrugged.

"Well." Ultear said walking over "It's been a while Lucy."

"It has." I said "I disappeared for seven years and when I came back I was a Mom, now I've got another one on the way."

"Congratulations." Ultear said letting her cape fall off "You know helping your friends out has really stressed me out."

"Has it now?" I smirked "Well my offer still stands."

"What offer?" Meredy asked.

"The one where she takes back her place as my stress reliever."

"I was replaced?" I said in pretend shock.

"Someone had to teach the poor girl how to use the thing." Ultear said as she pulled my shirt off.

"Ul!" Merry yelled "That was our secret."

"Well now Lucy knows." She said pulling at my shorts "Now are you going to stand there or are you going to thank the woman who gave you that body?"

I turned around and dropped to my knees in front of Meredy "You're a little smaller than me…but I guess you'll do."

"HA!" she gasped as I took her into my mouth.

I felt Ultear on the ground licking at my pussy.

"So warm." Meredy cooed.

_She got a lot of girth…her balls keep slapping me in the chin to._

"Oh Lucy~" Meredy moaned "It feels so nice."

"You're not my first dick kid." I said "OH! Right there Ultear."

I put Meredy's balls in my mouth and licked them.

"AH! So good."

"They're all sweaty." I told her "You better be taking good care of these things."

"They get so heavy and full of cum!" she said "I have to masturbate almost every day."

I ran my tongue over her shaft "That's so hot. I get enough pussy that I don't have to do that anymore, I just get someone to do it for me."

"Ultear helps sometimes! Lucy I'm almost there!"

"Fucking your adopted daughter, naughty Ultear." I smirked taking Merry back in.

"She was just too irresistible." I heard the woman answer "Our relationship had to evolve."

"Lucy…I'm gonna…AHHH!" I felt Meredy's seed start filling my mouth.

I tried to swallow the delicious fluid but she just had so much I took a mouthful and still got a shot in the face with white goo.

"HAA!" as I was licking myself clean I came from Ultear's tongue.

Ultear got up and striped down and so did Meredy.

"Let me take care of you two." Ultear said grabbing our dicks and jacking us off.

As she moved her hands her breasts bounced around slightly making me even harder. The way her milky white skin looked made them even more attractive.

"Those tits look so good." I mumbled.

"Well let's try this." Ultear lifted her chest up and wrapped her breasts around our cocks.

As she gave us the tit job I could feel my dick rubbing against Meredy's.

"Ah Ultear it's so good." Meredy moaned.

"Yeah that nice." I hummed.

Ultear shook her chest around and like the inexperienced girl she was Meredy came first.

"ULTEAR!" the pink haired girl shot cum that covered Ultear's breasts and got on my cock.

_It's warm_

Her penis fell out from Ultear's cleavage and the woman kept working on me. Ultear licked her daughter's cum off my dick and her breasts before devouring my cock.

"Ultear…I'm gonna cum!"

"Not yet." Ultear said spitting me out "Meredy come here and finish her."

The pinkette walked over and took me into her mouth and bobbed her head expertly.

"Oh Merry that's so good."

The girl made slurping sounds as I climaxed.

"AHHH!" I jizzed in her mouth and Meredy coughed and I got most of the cum on her chest.

Meredy laid down and I teased her entrance.

"I've never gotten it like that." She said "I'm always the man."

"Well then get ready for the greatest moment of your life."

I slowly pushed into Meredy and she moaned

"Ohh so …UGH…big!"

I let her adjust before I went back at her. I watched her chest jiggle around as I slammed my cock into her. Her dick was flopping around and smacking into her stomach.

"Here." Ultear lay down and started sucking Meredy's dick while I fucked her.

"AHH!" Meredy said "Everything feels like pleasure!"

I kept thrusting into Meredy while Ultear sucked her off.

"You have such a nice little pussy Meredy."

"Thank you!" she moaned "Please fuck it!"

"Lick me!" Ultear commanded.

Meredy started lapping at the older woman's folds. Ultear kept rubbing Meredy's dick while she sucked in my breasts.

"Lucy…I'm AHH!" I felt Meredy tighten up as she orgasmed and spewed cum all over her torso.

"Fuck me too!" I filled the girl up with semen.

Next we had Ultear lay down and I climbed on top and Meredy laid underneath.

"Do it! Both of you fuck me!" she said.

In one motion we stretched Ultear out and Merry and I both entered her pussy.

"AHH! FUCK!" she yelled "Two at once! I feel like I'm gonna rip apart!"

I could feel Meredy's dick rub up against mine every time I thrusted.

"Ultear you're so tight." I moaned.

"Lucy your dick is so big." Meredy said "I can feel it pushing against me!"

"Ah…ah…ah." Ultear had a look of sheer bliss on her face as our two cocks plowed into her "So much cock!"

We kept slamming into Ultear and again Merry came first.

"HAAA!" I felt her warm semen start filling up Ultear and my cock got lubed up by it.

"MEREDY!" Ultear moaned as she climaxed

I started moving even faster and faster as Ultear orgasmed.

"I'M CUMMING!" I to filled Ultear up with sperm before sliding out of her.

The woman was passed out on the ground but Meredy as still willing to go.

"Show me what that cock can do." I said straddling her hips and letting her slid into me.

"Ohh Lucy~" she moaned "You're so tight…"

"Fuck you're big." I moaned.

I moved my hips and Meredy followed and matched my movements.

"So are you happy with this body?" I asked.

"Yes…look Ultear doesn't know this but I spilled that on myself just to see if something would happen, I never thought it would be this, I just wanted boobs or something. At first I thought I was a monster but…"

"We are not freaks." I told her "I used to think that to. But some people showed me that this only made me more interesting."

"I wish we could stay with you guys but we have to stay on the run." Meredy said grabbing my hips and thrusting faster.

"You're always welcome to stop by." I said leaning in and kissing her "And you are welcome to have fun with any of my girls."

"Even Juvia…" Meredy asked.

"She's one of my favorites but I guess if you want you can mess with her a little."

I kept bouncing up and down and I felt my ass slam into Merry's hips and my cock slap around.

"Ohh Merry I'm so close." I told her.

"Me to..."

"Hmmm…AHH!" I moaned as I climaxed and stared jizzing.

"LUCY!" I felt Meredy start filling me with cum at the same time.

When we stopped to catch our breath I saw that Merry was covered in cum from our various orgasms.

"Thank you Lucy." Meredy said kissing my neck "Without you I never would have gotten to experience so many things."

We talked for a little while longer as we got dressed. We discussed Futanari things.

"So how long did it take you to get used to tucking it in properly."

"Months." Merry giggled "I ruined a lot of panties because of untimely boners."

"Yeah I remember having problem when I hit puberty." I shrugged "Thankfully Aquarius was there to help show me how to do things. It's funny she taught me all those things and now she's carrying my child."

We dressed the passed out Ultear and eventually we had to depart. Ultear and Meredy said that they'd see about stopping by every once in a while.

_Now…on to the Grand Magic Games…I wonder who I'll meet there…I wonder if I'll ever meet another Futanari._

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see in a future chapter or side story.**

**Remember today was a double update! so go read Side Story 5.**

**Next Chapter Hint- Side story next time. When you talk back to Lucy you have to be punished.**

**Till Next Time!**


	32. SS5- Erza's Punishment Game

_Italics indicate thinking._

_**Double update (Chapter 27 and SS-5) cause I felt like it. (:**_

_**This side story takes place between chapters 25(Laki and Kinana) and chapter 26 (Training.)**_

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><p><strong>Erza's POV<strong>

I talked back to Lucy and now I'm going to get punished. Lucy told me to come to her house earlier the next morning to find out what my punishment was. When I opened the door to her house I was stunned at what I saw. Laki and Kinana where slithering around on snake tails.

_What happened now…?_

I ignored the two and went to Lucy's room. She was sitting on her bed naked.

"Perfect timing Erza." She said getting off the bed.

"What happened to those two?"

"I did." Lucy shrugged and I gave her a look "Yeah it's pretty fucking weird."

I watched as naked Lucy wandered around the room. I could feel a tingle between my thighs, and I licked my lips.

"Don't get any ideas." She said handing me a piece of paper a box and walking out "See ya later."

I looked at the note.

_Dear Erza_

_You've been a naughty girl and need to be punished. I have planned a little game for you. Follow the address on this paper and go meet Cana. She'll have a task for you. Once you complete it she'll give you the next task._

_Oh by the way open the package._

I open that box and gasped at what I saw. It was a vibrator and a pair of nipple clamps.

_You also have to where these all day. Every once in a while they'll send out a spark that should make you feel good but no touching! Just remember not to scream out in pleasure because people will see._

_Good Luck._

_Love-_

_Your favorite Futanari Lucy Heartfilia_

I looked back at the box.

"I can't believe this. I should have just kept my mouth shut."

I decided to take my punishment like a big girl and pushed the vibrator inside me. I opened by blouse and put the clips on my nipples.

"Mmmmm." I bit my lip as I adjusted to having them on.

Then there was a spark.

"AHH!" I nearly came right there.

_This is going to be impossible._

I looked at the address and headed out to meet Cana.

* * *

><p>I had managed to make it to the address on the paper; it was a local bar, without making a fool of myself. Every few blocks I felt the devices send waves though my body. I kept biting my tongue and trying not to scream out in pleasure.<p>

"Hey over here!" Cana waved from the bar.

I walked over and took a seat at the bar. I felt the vibrator go off again.

"Kya!" I accidentally let out a yelp and people started looking at me.

Cana snickered next to me. I blushed and looked down.

"Yo! One for my friend!" Cana yelled out.

The man sat some golden brown drink in front of me.

"Here's the brief run down." Cana said "Lucy gave some of us tasks to have you do. I want you to drink that, down to the last drop."

I looked at the glass and took a sip.

***Cough* **"It taste vile." I said.

"All of it." Cana said.

"Here goes noting." I sucked it up and downed the nasty liquid "Yuck!"

Cana paid and told me to follow her. On the way out I grabbed the bar as the clamps bit down. I swore I heard wood cracking from my grip. When the wave passed I walked out of the bar with Cana. She led me around town until we had gotten back to her house.

"It's so hot." I said unbuttoning the top buttons of my blouse.

"No it's not." Cana said "It's a little chilly, look my nipples are almost poking through my top."

Cana's nipples were clearly defined through her bikini.

"I feel like I'm in a volcano." I said fanning myself.

"That's from the drink." Cana said "I bet you're uncomfortable down there to right."

"It is kinda hot there to. I just thought it was from Lucy's toys."

"They don't call that drink the 'Hot and bothered' for nothing. They say it makes girls drip like a leaky faucet."

"AHH!" I moaned as the vibrator went off yet again "HAA!"

I was so hot; I had no choice but to strip down.

"Sexy…" Cana said.

My body was on fire. My nipples were hard from the clamps and there was fluid dripping down my thighs. Sweat was running down my body as well.

"Remember Lucy said no touching." Cana said as another orgasm rocked my body.

"Come on!" I groaned grabbing the carpet "Do something! Help me out here!"

"Well Lucy did say we could play with you." Cana said rubbing her hands over my thighs.

She took her finger and flicked the clamps making me scream in please.

"CANA! It's so good!"

Cana reached down and pulled the vibrator out of me and licked it clean.

"Tastes delicious." She said inserting her fingers into me

I grabbed her shoulders as she moved in and out of me.

"Oh Cana…AHH!" I moaned as a rush of fluids poured out of me.

Cana licked her fingers clean and handed me a scrap of paper "Here's your next assignment, don't be late."

Cana shoved the vibrator back into me, slapped my ass and told me to leave.

* * *

><p>Cana's concoction had finally worn off but that still didn't make the trek to the next location any less embarrassing. I almost orgasmed in front of some family with two children.<p>

_Curse you Lucy…your fiendish ways…are so good…and so wrong._

As much as this was punishment Lucy's little game was interesting. Yeah I was toughly embarrassed but I thought that maybe this could be a little fun…until I saw who was next in the command chain.

"Put this on." Evergreen commanded handing me a maid outfit.

Cana's paper had led me to Fairy Hills specifically Ever's room. I got dressed in the maid outfit and stood before Ever.

"Lucy doesn't let Virgo come around too often; you'll be my maid for the next few hours. Get to cleaning slave."

"Okay."

"You mean yes Mistress Evergreen."

"Ugh…Yes Mistress Evergreen." I grumbled.

Ever's tasks mostly consisted of scrubbing floors and dusting her statues. I was in the process of cleaning a vase when the vibrator turned back on.

"OH!" I gasped and knocked fragile object over, shattering it "Shit."

"Just great!" Ever yelled "You bitch!"

She slapped me in the face "Ow!"

"Get on your knees and beg for forgiveness." She said "Say 'I'm sorry Mistress Evergreen. I am skank who can't be trusted to do what she's told."

_Fucking bitch!_

I got on the ground and said her apology.

"Not good enough." She said going over to a closet "I'm going to have to punish you now."

She came back out with a whip and hit me with it.

"AH!" I bit my tongue in pain.

"You still have nine more. Get naked and beg for forgiveness after each one."

Knowing Lucy's punishment would be even worse if I disobeyed her orders to follow each girl I got naked and let Evergreen hit me.

"OH!" I moaned as she hit my breasts and the clamps bit down on my tender nipples "I'M SORRY!"

By the time she finished my breasts and ass were red and covered in lash marks.

Ever took a seat on the chair "Paint my toenails."

I crawled over and got ready to paint her feet.

"Clean them first. Your tongue will do nicely."

She moved her foot forward and shoved her big toe in my mouth.

_Repulsive…I can't stand feet._

She rolled each one of her toes around in my mouth before she let me paint them. When I finished she handed me a scroll.

"I can't keep you any longer." She mumbled "Here's your next clue."

* * *

><p>This time the clue led me to a boutique. The trip there wasn't as bad. I only came about ten times on the way there. I was still a little sore from Ever's punishment but I went inside.<p>

"I wonder who I'm supposed to meet here?" I wondered aloud.

"Oh good you're here." A pink haired girl said walking up.

"Nats…I mean Natasha. What are we doing here?"

"Well Lucy said she needed help punishing you. She also said it's time that I buy a …"

"A what?" I asked.

"A…a…she wants me to buy a dress okay." She blushed.

"Do you not want one?" I asked as we searched the store, I grabbed one of the racks as I came again.

"Well…I don't know." She shrugged "I was so used to being a boy, but I feel like I've been spending more time as a girl lately."

"Are you upset about this." I said picking out something for her to try on.

"That's just it." She shrugged as we walked to the dressing room "I'm not. Do you think this was always part of me, or is this from Lucy?"

"Truthfully I don't know." I said "But we won't think any less of you for likening your female body."

"That's not the only problem." She said taking off her shirt "I think I'm starting to like boys…"

"Oh…" I said stunned "That's…odd."

"What am I doing." She said "Bothering you with my problems. You're here to help me get a dress not be my psychologist."

I looked Natasha over as she decided which dress to try on first. She was very attractive; she had a nice butt, long slinky hair, very large breasts, and a cute face.

"How does this thing go on?" she said holding up the strapless maroon dress I had picked out.

"I'll show you. First you'll have to take this off." I said unclipping her bra.

As the garment fell to the floor the toys moved again and I accidentally squeezed the girl's breast.

"Erza!"

"HNGH!" I groaned as the pleasure coursed through me "Sorry…UGH!"

"Ouchy." She said massaging her tits "That hurt."

_They were so soft…_

I helped Natasha into the dress and she looked at it in the mirror.

"Walk around see how it feels." I said.

Every step she took it looked like her boobs were about to pop out.

"It fits fine. But the bouncing is a problem." She complained.

"Do you own a strapless bra?" I asked.

"No." she said "If I get one do you think this will work."

"You look great." I smiled "Do you want to go bra shopping."

"I will, you have to get to your next task." She smiled handing me a paper "I can take care of that part by myself."

_He says he can shop for his own bra…he is becoming quite feminine. She does her own makeup and her hair…she looks delicate…she's the opposite of Natsu._

Before I walked out of the dressing room I watched Natasha put on her bra.

"How big are you?" I asked.

"G-cup."

I verbally gasped.

"Those things again?"

"Yeah…" I said walking away.

_She's fricken huge!_

* * *

><p>The next spot I ended up was a book store, this time young Wendy was waiting outside.<p>

_Oh god what could it be now…wait it's a book store this should be easy._

"Hello Erza." Wendy smiled.

"What's on the agenda for you, book shopping."

"Nope." Wendy smiled dragging me into a public restroom.

I waited for her to change before she stepped out in her adult form. It took a few minutes and the toys went off twice making me grasp the sink.

_People must think I'm some kind of pervert._

"Much better. This form is so much more comfortable." She said adjusting her tank top.

I followed Wendy back outside and we walked around town.

"Where are we going?" I asked.

"Right here." She said stopping in front of an unnamed store.

"What is this place?" I asked.

"We're going shopping for sex toys!" Wendy cheered "Lucy said she wanted me to buy something called a 'dildo'?"

_COME ON LUCY!_

"Oh…great…" I mumbled.

We walked around this disgusting store. Sex toys everywhere. Wendy quickly found the dildos.

"What do you think, green or purple." She asked.

"Purple?" I suggested.

"I think I'm gonna get green."

_Then why ask?!_

"We're not done yet." Wendy said "We have to go to the theater."

"Do we now…" I mumbled.

At this point I was so stunned by Lucy's boldness with educating Wendy that I couldn't even feel the toys in my body.

Wendy picked a seat and I had to watch her watch porn.

"Oh I did that position with Lucy." She said "That one to."

At this point I was so embarrassed I was blushing as red as my hair. I heard a crackling noise and saw Wendy had taken her new dildo out of its package.

"Hey Erza." She whispered "How do I use this thing."

_LUCY!_

I didn't know whether to be angry or embarrassed anymore.

"Lucy said you would teach me." Wendy said.

"Fucking…Lucy…" I said grinding me teeth together.

Don't get me wrong I love Lucy, but fuck her right now! Making me teach innocent Wendy about stuff like this!"

"You don't want to disobey Lucy do you?" Wendy said "Just show me."

"Like this." I said taking the rubbed rod and shoving it in her "Hands go here and in and out just like that."

"Oh!" she gasped "That feels good."

"Great now give me the paper so I can go."

"You're so demanding." Wendy said fucking herself "Here."

I stormed out of the porn theater, leaving Wendy there to watch porn and fuck herself with a dildo, and went on to the next location.

* * *

><p><strong>Lucy's POV<strong>

"How do you think Erza's doing?" I asked Bisca.

"By know she's probably mush. Those toys have been in her for hours, not to mention the things the others have made her do."

"Who is she on now?" I asked.

"She should be going to meet...Levy" Michelle said.

"The best parts are coming up." I giggled.

"Don't you think some of these were a little much?" Angel asked.

"This will set an example to the others. Stay in line or get embarrassed."

_I hope you're having fun Erza._

* * *

><p><strong>Erza's POV<strong>

Reading sex books to Levy, whipping Lisanna, and bikini shopping with Juvia. All thoroughly shameful or embarrassing tasks, but I was still holding strong. I had pretty much built up immunity to the toys at this point so that was good.

"Next up is Mira."

"Right on time." The girl smiled.

"Let's get this over with."

_I'm so done with this game._

"Follow me." Mira giggled.

She led me into some sleazy strip club.

_Don't tell me…_

"Your outfit is in there. Everyone's come to see the new performer, Scarlet."

"I have to…"

"One pole dance, one lad dance for the bachelor party, and a private session in the VIP room. Oh you can take the toys out now." Mira explained.

When I took the vibrator out I felt a rush of relief. The clamps came off and my nipples and areolas had turned red, even the gentle breeze of the air conditioner made them sting.

"Now get dressed." Mira smiled "Your fans are waiting."

I looked at my dancer outfit, it was a sparkly blue bikini top and a pair of tight leather short shorts. I got dressed as quickly as possible. My large breasts were barley contained in the top and my butt was almost devouring the shorts, they were digging into some uncomfortable areas.

"Maybe I can at least earn some tips." I mumbled.

I waited back stage and saw that there were a bunch of other strippers. A girl with long orange hair and an odd pinwheel tattoo on her shoulder, a girl with blonde hair and red glasses too focused on her Bento to really care and a girl with short blue hair ,there was a huge scythe over by her dressing room and she looked like she belonged at the circus.

"And our next performer, Scarlet!"

"Knock'em dead." Mira smirked.

"I hate you." I said walking out on to the stage.

The lights turned on and there were at least thirty or so men of various ages there. I could feel all of them undressing me with their eyes. The music slowly turned on and I started dancing. I worked that pole like a pro; hey if I have to do it I might as well try to look good.

_I hope I can keep the tips._

The stage was littered with bills of various denominations. The crowd cheered and threw more when I shook my breasts around or spun around on the pole. Eventually the music stopped and I picked up my money and walked off.

"My 50%" the orange haired girl said taking some of my money "Thanks Mira."

"Mira!" I yelled.

"Sorry she gave up her spot so you could dance. Now you have a bachelor party to dance for."

I went to the lounge and found the party I was supposed to be dancing for. There were a few men.

"You're dancing for him." A man with green hair and a scar over one eye said.

I looked at the man in the chair, he was probably about my age, he had a scar like Laxus…hell he looked a lot like Laxus, they could have been twins.

"What's your name?" I asked as I walked closer.

He swallowed a lump "Kanji…"

The music started and I began dancing. I shook my breasts for him and grinded my butt against his crotch. He was so hard I thought he might jizz in his pants. This guy was cute and seemed nice, maybe in another universe I could be with a guy like him….something like that can't happen…

When I finished dancing he put a few bills in my waist band and I walked off.

"Thank you." The blonde stripper said snapping the money away with a pair of chopsticks.

_I guess I'm not getting ant money from this._

"Someone's waiting for you in the private room. The blue haired girl said "I suggest you not keep the guest waiting."

"Oh yeah."

The lacrima on her desk buzzed "I wish he'd stop calling me."

"Gareki again?" the blonde asked.

"No it's Yogi…Ugh…"

I ignored them and went back to the VIP room. I opened the door and there was someone sitting in the only chair in the room.

"I've been waiting." Sherry spat.

"You're the client?" I said.

"Start dancing." She said "I've got your final clue."

I walked up and stared dancing for Sherry.

"This is a strip club." She said "Start taking stuff off."

I reached back and slowly untied my top and exposed my breasts to her. I turned around and shimmied out of my shorts.

"Nice." She said rubbing her hands over my ass.

"You're not supposed to touch the performers." I said.

"Lucy said I could." She said.

I danced for Sherry as she poked my nipples and rubbed my thighs. The only thing I had on was my panties.

"I heard you guys are gonna compete in the GMG." She asked.

"Yeah we'll be leaving for training in a few days."

"Leaving me again. It's so lonely being in another guild." She said "Lamia Scale is going to enter."

"Will you be competing?" I asked.

"No but my cousin will…I'm thinking about 'introducing' her to Lucy."

"That's up to you" I said sticking my breasts in her face.

"It's just, she's a little young. Older then Wendy but still kinda young." She shrugged.

The music stopped and Sherry took a paper out from between her breasts and handed it to me.

"This is the alleyway outside." I said reading the note.

"Better get moving then."

I went to put on that skanky stripper outfit but it was gone.

"Where are my clothes?" I asked.

"I don't know what you're talking about." Sherry giggled "Don't keep that poor person waiting outside."

_This must be part of the punishment._

I snuck outside and looked out the door.

"I don't see anyone." I mumbled.

***Click***

The door locked behind me. I looked up and saw spray paint on the bricks.

"No re-quipping."

_Lucy…_

"You have to get to the alley across the street." The message said.

I peeked out, covering my breasts. It was late so the street was pretty much empty. There were a few men and women in the park nearby and no one else was around. The second I thought the coast was clear I booked it across the street.

I ducked into the alley and breathed a sigh of relief.

"Did you guys see that, I thought a naked chick just ran passed?"

I hid behind some boxes in the alley and waited.

_No...no…no…no…no…_

"Must have been my imagination."

"You're such a perv. Come on let's go eat."

"Phew." I exhaled.

"Excellent job." I heard Lucy say clapping "You made it to the final task."

_There's still more._

Lucy instructed me to lean up against the boxes. She pulled my panties off and started fucking me.

"You better be quiet Erza, you wouldn't want someone to see you like this. The great Titania turning tricks in an alleyway; it would be quite the headline."

"Lucy…Ah!" I moaned as she slammed into me.

I heard music start playing.

"Right that parades coming down that street. I hope it's dark enough back here. ERZA!" she groaned and came inside me.

"Lucy!" I gasped and shut my mouth as floats drove past.

_If people see me like this I'll be ruined._

Lucy started thrusting again I had to bite my tongue to make sure I didn't moan or yell out.

"You're so tight Erza."

"Mmmmm!" I groaned as I felt myself orgasm.

_Please don't look! Getting fucked in public like this…I'm so embarrassed, cumming in front of people._

"Erza!" Lucy groaned as she filled me with cum.

"Lucy…" I mumbled as she slid out of me.

"I think you've had enough. Let's go home."

I re-quipped into my armor and we walked home.

"Did you have fun today?" Lucy asked.

"I'd rather not talk about it…"

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest what you want to see in the future.**

**I put some Easter Eggs in the strip club see if you know who some of those other characters were.**

**Today was a double update so remember to go read chapter 27 (AKA chapter 31 on the site.)**

**Next Chapter Hint- It's finally time for the GMG, except now Wendy can't compete. Lucy will have to help heal her…and someone else. It was originally a joke but thanks to the poll it becomes reality Me-OW!**

**Till next time!**


	33. Chapter 28: Hello Kitty-Wendy & Carla

_Italics indicate thinking._

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><p><strong>Lucy's POV<strong>

We were back in Magnolia for a few days before leaving for Crocus. I was surprised when Master said that I would be competing. I was happy to be able to represent the guild and was looking forward to going.

Before we left I was helping Aquarius get settled in at home. She had been here two days, and she's barely a few weeks pregnant and she's already being a real bitch.

There was nasty vomiting noises coming from the bathroom.

"Are you alright?" I asked "Do you want me to hold your hair?"

"You did this to me!" she yelled "Get in here and help!"

I went in and held Aquarius hair out of the way while she emptied her stomach.

"I have to leave for the games in a few days, are you gonna be alright by yourself?" I asked.

"I'm coming with you stupid." She grumbled.

"Is that a good idea?" I asked

"I'll be fi…BLEH!"

_Sure you will…_

"I hate you so much brat." She said trying not to throw up again.

After Aquarius finally stopped throwing up we went to the living room to sit.

"Feeling any better?" Bisca asked "The first few weeks are always the hardest. The morning sickness will pass soon. After that you'll get the cravings and the bloating. Oh mood swings to. Now that I think back being pregnant sucked."

"This sucks. Why did you do this to me brat?"

"It wasn't intentional." I said "Hey I have a question. Will the baby be a spirit or a human?"

"Half of each." Aquarius said "I don't really know the specifics you'd have to ask a spirit that also has a half human child."

"Who would that be?"

"The mother in Pisces. The son is a half breed. They share a gate; I don't know if that's how ours will work."

Part of me was really angry with myself for getting Aquarius pregnant, but another part was so happy that I'd be having another child, and this time I'd be there to help raise it.

"Mama?" Asuka said hopping up on my lap.

"Yeah sweetie?"

"Am I gonna have a sister?"

"Kinda." I said "It could be a little brother."

"I want a sister. Make sure it's a girl fish lady."

Aquarius just mumbled something, I'm pretty sure she said "I want a girl to."

My life was getting really exciting; soon I was gonna be the mother/father of two children.

* * *

><p>I was sitting around the guild before we headed to Crocus, I had to go home and finish packing the few things I had left to take.<p>

"Lucy."

"Oh hey Carla." I said putting down my book "What's up."

"Would you mind taking a walk with me?"

"Sure where to?" I asked.

"Anywhere." She said.

"Okay my house then."

We left the guild and started heading to the house.

"So what's the problem?" I asked.

"It's Wendy…she's been acting odd lately."

"What do you mean?"

"It seems like she's out of the house all the time. She comes back at late hours and always seems eager to be out."

_Wendy is out and about all the time…Ever since she went form innocent little girl to a sexual deviant._

"I'm sure everything's fine." I smiled "Wendy's just at that age you know. She probably wants to go out and do stuff without you over her shoulder all the time."

"I guess…it just feels like we've grown distant these last few weeks." Carla remarked.

_I've taken her best friend away…I should really tell Wendy about this._

"I have to finish packing." I said when we got to my house "Do you need anything else?"

"No I'm fine." She said flying off.

* * *

><p>Crocus was a beautiful city. We had to be back at the inn by midnight but that didn't mean we couldn't go sightseeing first. Natsu, Happy and I had gone around the city and came across Sabertooth, the strongest guild in Fiore. They were jerks. They made it a point to embarrass us in front of the crowd, saying that they could have beaten Acnologia...what a joke they can't understand at all.<p>

We eventually got back to the inn. Midnight was approaching but Wendy and Carla hadn't returned yet.

"This isn't good." Erza said "I'm starting to get worried."

"Do you think they're okay?" I asked.

"Well you turned Wendy into such a deviant maybe she turned to the streets." Erza whispered

"Staying out late…all hours of the night…A delinquent…What do we do?!"

_What if she's in an alley fucking random men from guilds...OH NO! My poor Wendy!_

"You need to calm down." Gray said.

Elfman and Lisanna came by to drop something of for us when the game started. Elfman had to sub in for Wendy because she still wasn't back yet.

_Please be okay…_

* * *

><p>When we finished the Sky Labyrinth, we came in 8th, they told us what happened to Wendy. She got attacked when she was touring the palace. The poor thing was so upset that she had let us down. She asked Elfman to take her place. Porlyusica came in and said she would do her best to heal Wendy. After she entered everyone but me left.<p>

I sat on the edge of the bed rubbing my hand over Wendy's forehead. I spend so much time with Wendy's adult form sometimes I forget that behind all the magic she's just a little girl.

"Why are you still here?" the old woman asked.

"I just don't want to leave her yet." I said.

"If you going to sit here you might as well help her." She said "She has magic deficiency syndrome. She's been almost drained."

"How am I supposed to help her?" I said.

"Your 'magic' changed her once. That stuff is full of magic it could probably help restore hers."

Aside from Meredy every girl that has a change gets taken to the old woman for a checkup to make sure their healthy, in other words she knows about all my 'activities'.

"You have till morning." She said leaving the room.

I looked down. I can't do anything till Wendy changes into an adult, I didn't even know if she had the magic left to complete her transformation.

I shook the girl awake "Wendy."

"…Lucy…" she said barely opening her eyes.

"Listen I need you to try and change okay." I said.

"…Why…"

"I'm gonna make you feel better."

Wendy struggled but she did manage to change her body.

"Good. Now you just lay there and I'll do my best."

I thrusted into Wendy. The sex sucked, she was so weak she just laid there and took it like nothing. No moans no gasps no nothing. I felt so bad for her. I had to be extra quite cause Carla was sleeping not too far from us.

"Wendy I'm gonna cum now."

"…alright…"

"Hngh!" I groaned and jizzed inside Wendy.

When I finished her complexion looked a little better and see seemed slightly more energetic.

"I…feel...a little better." She smiled.

"Let's keep going then." I smiled back.

Wendy got between my legs and started giving me a blowjob.

"Hey Lucy…" Wendy said as she stopped sucking "Do you think that this would help Carla to?"

"Umm…I don't know." I said.

"I'd like it if you could help her." Wendy said slowly moving her hands over my cock "She's my best friend…That's why we went out together today. We don't spend as much time together so I wanted to do something nice for her."

"Oh Wendy." I said "You're such a good girl."

Wendy kept sucking my cock and swallowing my many loads She was starting to look a lot better.

_This stuff really is magic._

I was about to cum for the fifth time that night.

"Oh Wendy I'm so close."

"Cum for me Lucy."

"WENDY MARVEL WHAT ARE YOU DOING?!"

"Carla?!" Wendy gasped.

"UGH! I'M CUMMING!" I groaned and started spewing jizz.

I felt many ropes of cum get shot out. When my climax ended I looked around and realized I had covered not only Wendy in cum but a few big globs had hit Carla in the face as well.

_Oh no…_

"What…is…this…? It's sticky...Yuck...Huh?" Carla's eyes suddenly went wide "AH!"

"Carla!"

"I feel so strange! My body...!"

Wendy and I watched as Carla morphed before our eyes. First she got larger, her limbs and body grew.

"AHH!" she gasped as her face changed to have more human features.

Her fur started falling out and milky white skin was beneath it. Hair started forming on her head and her body started becoming more human.

"OHH! What's happening!" she moaned through her change "I feel so...WAHH!"

Breasts started forming on Carla's chest and her butt started to get round and plump. When they finished growing her new breasts were about the same size as Erza's and her butt was a little smaller then Juvia's

"Ha…ha…ha…" Carla panted from the ground.

"Carla?"

We looked the former Exceed over. She had a curvy body, big doe eyes, white hair just stopping just above her shoulders, and a nice round butt. She was definitely human…well mostly. Carla still had two furry cat ears on the top of her head and a swishing white tail at the base of her spine. Her nails still looked sharp like claws and her teeth appeared sharp as well.

"She's a cat girl." I gasped.

Carla's ears twitched "What happened to me…"

"You turned human." Wendy said "Lucy's cum changed you to."

"Just what are you?" Carla said sounding confused.

Wendy and I had no choice, we told her the truth. We explained what happened that first night and what had happened just now.

"I can't believe you have Wendy doing things like this." The cat girl said stomping around the room in a towel "Sex and corruption…Unbelievable young lady!"

"It's really good Carla." She said "Lucy was even able to make me feel better tonight." Wendy walked up to the cat girl "She can make you feel better to."

Wendy and I weren't tall by any means but Carla only came up to about our shoulders when human, she was pretty short. Wendy started rubbing Carla's shoulder.

"Wendy stop that this instant."

"I don't think it's fair of you to judge me before you've tried it yourself. One night with Lucy and you'll understand."

"Wendy no…"

She got close to the cat's ear "We're friends aren't we. Try it...for me."

Wendy started kissing Carla's neck. She slowly pulled the cat over to the bed.

"Wendy..."

"Just suck it. Then you'll understand why I like it so much." Wendy said putting Carla's face and inch from my cock "You'll see what makes sex to good."

A look crossed Carla's face and she slowly took me into her mouth. It was insane! Her tongue was all scratchy and her little fangs nipped at my skin. It felt great.

"Oh Carla." I moaned.

Carla kept sucking while Wendy encouraged her.

"You're doing great the best part hasn't even happened yet." she said.

Carla was pretty inexperienced but the feeling of her mouth made up for it.

"Like this." Wendy said demonstrating.

"How do you know all this?" Carla asked following Wendy's lead and licking the shaft.

"Lots of practice." Wendy smiled.

"Carla I'm getting close." I cooed "Just a little more."

The cat continued licking and sucking.

"Make sure you taste it." Wendy said "That's the best part."

"AHH!" I started shooting cum into Carla's mouth.

The cat girl tried to swallow it but most just ended up on her face.

"So how was it?" Wendy asked eagerly.

"It tasted…good…" Carla said clearly embarrassed.

"Well then let me show you the best part." I said moving my dick close to her opening.

"Oh you'll love this!" Wendy cheered.

I slowly pushed into Carla and she groaned at my size.

"It's so big!" she moaned.

I slowly started thrusting and it didn't take Carla long to start moaning.

"I see why you like this so much Wendy." She said "I've never felt this good before."

I could feel Carla's tail swishing around and hitting my legs.

"You're so pretty Carla." Wendy said touching her breasts "I'm glad I don't have to hide this form from you. I can't wait to go shopping with you. We can buy clothes and bras, I can show you my dildo to. It'll be so much fun!"

"You look so grown up." Carla said playing with Wendy's breasts "I wish you had told me."

"Sorry those are the rules." I said "Only the other members of the harem can know you guys can transform."

"Ah!' Carla gasped "This feels so good."

"You pussy is fantastic Carla" I said.

The cat girl grabbed my back and I felt her sharp claws dig into my back as she shuddered from an orgasm.

"OHHHH!"

"Ah!" I yelped in pain accidental pulling out of her"Watch it."

"Sorry." She said "I'm still not used to this."

"You're just too adorable." Wendy said getting on top of the girl.

Wendy wasted no time kissing her friend and I was surprised to see Carla kissing her back. Their breasts were smashed together as their tongues battle for dominance.

"I love you Carla. I love your cute ears and tail. Your body is so hot."

"I love you Wendy. You have such nice breasts, and you look so mature."

They both kept kissing each other; Carla had turned them and got on top. I walked up behind them and move back inside Carla.

"OH!" she gasped "Mmmmm. Lucy~"

Normally I love doggie style and taking the girl from behind, but it's a little troublesome with Carla. Her tail wags all around and it kept hitting me in the face.

"Oh Lucy right there! Fuck!" she moaned.

"Such Language. Naughty kitty." Wendy said.

I kept thrusting into Carla as she and Wendy played with each other. Wendy was instructing her on how to please Wendy's folds.

"Your fingers are great. Kinda sharp though." Wendy said "Try your tongue instead."

Wendy moved around and Carla took a long lick up her slit.

"So rough." Wendy moaned "It's great."

I kept plowing into Carla when the door opened and Porlyusica came in.

"Morning already?" I said "Ah! We're almost done here."

"You healed the cat to I see. Wonderful…Hurry up before someone comes in here." She said locking the door.

_What is her deal with just letting me have sex whenever I want, even in front of her? I did Natasha in her bathroom and now she isn't even flinching that I'm doing two girls in the infirmary._

"OH LUCY!" Carla moaned as her pussy clenched around me.

"CARLA!" Wendy moaned as she to orgasmed.

"HAA!" I pulled out and covered Carla in cum.

The three of us caught our breath before I went to get changed.

"You two change back." I said "No one else can see you like that remember. I'll make sure to fill in the others on Carla's new powers."

Before they changed back they both hopped up, making their breasts bounce, and gave me a kiss "Good luck today."

I met the others and put my uniform on.

_It's finally time…Let's show them who the strongest guild really is._

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see in the future.**

**Next Chapter Hint- Lucy Vs Flare…someone stops by the inn to try and make Lucy feel better and teach her a strategy for future rounds.**

**Till next time!**


	34. Chapter 29: Vs Flare- Mavis

_Italics indicate thinking_

* * *

><p><strong>Lucy's POV<strong>

Day one was not off to a smooth start. We found out there was a second Fairy Tail team. Juvia and Mira were on that team.

"My sweet Juvia." I said "you better try your hardest out there. Don't go throwing the competition for me."

"Hai! Lucy-Sama. Juvia will do her very best!"

"We'll be trying to win as well." Mira smiled

I looked up in the stands and saw the whole guild was there. Even Aquarius had a seat in the stands, she was far from the guild but she was there to watch..

I watched the other guilds come out. Quatro Cerberus and Blue Pegasus only had male combatants. Lamia Scale had one girl the reminded me of a mini Sherry. Raven Tail was there and they had one girl on their team. Then the holy grail of teams stepped out. Mermaid Heel, an all-female guild. They each looked stunning the two that caught my eye the most were a girl in a hood and the one with the sword.

_Mama likes…kinda wanna go to that guild._

And finally Sabertooth, they only had one girl as well. Before we went to our corner I went to wave to the guild one last time, but Angel wasn't there.

_Where did she go? She'll get in trouble with the council if she wanders off for too long._

We picked Gray to represent us in the first game, and it didn't go well. He got thoroughly embarrassed by Sabertooth and Raven Tail.

"Lucy pay attention they're going to announce the participants in the first battle." Erza said.

"In the first battle from Fairy Tail A it's Lucy Heartfilia."

"Me?!"

"Her opponent from Raven Tail Flare Corona!"

My opponent was a tall busty girl named Flare. She was really sexy, almost bursting out of her long dress. She had long red hair and tits the size of Natasha's

_Focus Lucy this is for the guild you can't…get distracted…by…those…big jugs…_

"Blondie…"

"Leave it to me." I said walking out.

The rules were simple, I had a half hour to defeat this girl and win the fight.

***DONG***

The second the bell rang I pulled out a key **"Taurus!"**

Flare avoided the first swing but that gave me the chance to start my combo.

"**Scorpio!"**

The grainy tornado of sand came out but Flare blocked it with her hair.

_That can't be good for keeping it strong._

Flare's hair looked very pretty flowing all around like that.

_Focus Lucy!_

"Taurus absorb the sand!"

"**Sandstorm Axe: Aldebaran!"**

The tornados formed by Taurus swing sent Flare soaring back.

"**Wolf Fang Hair!"**

Her hair had turned into a massive wolf and was charging towards me.

"**Cancer!"**

Cancer did what he does best and gave Flare a haircut.

"My hair…Damn you Blondie!"

When I looked down her hair had wrapped around my ankles. Flare used her hair to pick me up and throw me into the ground.

"My hair can move however I want it to." Flare said.

I threw my whip out and snagged it around her wrist "So can my whip."

I cracked the whip and the two of us got spun around and fell back to the ground. My boots had been charred to a crisp.

"Aw I liked these." I sighed taking off the melted leather.

"RAH!"

Flare started burrowing her hair under the ground again. This time I was ready to fight but the hair never came to hit me.

"he…he…he…" Flare had a pretty nasty laugh going as she pointed to the side.

I followed her finger and looked of at the stands.

_YOU FUCKING BITCH!_

One tiny little lock of hair as swishing back and forth by Asuka's head.

"ASUKA! MHMP!" before I could warn the girl my mouth was covered by her hair.

"Don't make a sound." Flare said "That's an order. Who knows what might happen if you disobey me…"

_I can't do anything…she'll hurt Asuka if I mess up…I have to lose…_

The hair moved around me and beat me into the dirt.

_It's okay…the others will understand…this is just a game…It's not worth being the number one guild if I have to let my daughter get hurt to achieve it._

So I stayed on the ground and I took my lashing. I knew this was what Mama would have done for me. I'd do anything to protect her, even if it met giving up.

"I sur..! MHMP!"

"Did I say you could speak?"

_Understand this now bitch when I break you it'll be so much fun!_

Flare strung me up by her hair.

"No words, but screaming's okay." She giggled "What to do, what to do. I could strip you in front of the entire audience."

_Anything but that…_

"OH! I just thought of something even better!" Flare cheered "I'll brand your body with the Rave Tail Mark. That way you can remember this for the rest of your life. Where do you want it…here…or here…maybe here? Ah how about here…right on top of you Fairy Tail mark."

"Anything but that!"

_I'd rather be naked in front of the crowd than lose that mark._

"Did I tell you to speak?!"

"HAA!" there was a loud yell from the stand and I looked over.

Aquarius was there…and the hair was gone…it had been washed away.

"GO BRAT!"

_Thank you…_

I pulled myself free of the hair and grabbed a key.

"**Gemini!"**

The two little 'things' came out and helped me get free.

"Do the thing!"

"We're not ready." "We don't think we practiced enough."

"Just change into me." I commanded.

_I'm gonna kill those two…_

They had changed into me alright, the me wearing a towel from a few days ago.

"What…the hell…are you two…wearing…" I asked angrily.

"This is what we last copied you in."

"Oh right the bath…just make sure everything stays covered. Come on let's do the thing."

We joined hands and recited the chant.

"**Shining! Urano Metria!"**

_I did it…_

"Huh?" everything suddenly felt, empty "Where did it go?"

_I have no strength left…My spell…I…I…I've lost._

Without even having the power left to stand I fell to the ground, and I lost.

I could hear everyone laughing at me.

_I'm such a fucking idiot…_

"What are you crying for?"

"This sucks…" I mumbled.

"Do you remember what I told you one time in the bath?" Aquarius asked "Never use tears to summon me. You looked so strong out there. I'm so proud."

I felt her give me a hug.

"So what if you have zero points. You can just get more tomorrow. Then when you tell our baby this story it'll be even more interesting."

"Yeah…" I said getting up and walking off the field "Right now I just want to go hug Asuka."

I went to the infirmary to get looked at. I had no power left I could barely even walk.

"Mama!" Asuka came in and jumped on my bed.

I gave her a long hug, I was just happy she was okay.

"How are you feeling?" Bisca asked.

"Like garbage." I told her "I just want to go back to the inn and take a nap."

* * *

><p>That's exactly what I did. Gray asked if I wanted to go to the bar but I just felt like being by myself for a little bit.<p>

"Are you sure you don't want to come?" Gray asked "It be good for you to get out of the room."

"I just feel like reading tonight." I said "You go have fun."

Gray left and I sat on my bed alone.

_My life…is so strange. Not in a million years would I have thought I would be competing in a wizard dual and have to forfeit to save my daughter. Have I made the right decisions? Putting my friends in the positions they are. They all say they love me, and I love them…but part of me always wonders if that first night with Cana was a mistake._

There was a knock on the door to the room. When I opened it there was a short blonde haired woman there.

"First?!"

"Hello!" she smiled "May I come in?"

I let the ghost woman in and she took a seat.

"Lucy are you feeling okay?" she asked.

"I've been better."

"Why do you doubt yourself?" she asked.

"You could tell?"

"Everything you've done up to this point has made you who you are. Don't regret any of it. Just think if you hadn't joined Fairy Tail you never would have met certain people, or had certain people."

_She's right, if I hadn't done the things I did with Cana, Bisca never would have had Asuka._

"I think you're just a little confused right now." Mavis said "Your life has taken some major turns lately hasn't it."

"Yeah it has." I said thinking back "But you're right, I don't regret any of them."

"That's good." she smiled "I never imagined that the guild I founded would become what you've made it… that makes me happy."

"Huh?"

"I'm the first master of this guild. Don't think I don't know about your little group. What you did on the beach the other day was quite bold."

"Wait you knew, and saw!"

"Yes. The way you violated poor Juvia like that…naughty."

_First Master must think I'm some kind of slut!_

"Lucy back when I was still alive I had a close friend named Zeira. She was a lot like you, kinda bratty but with a heart of gold. She was like you in another way…I still remember those nights on Tenrou Island."

"Wait she was…"

"Yes like you my friend Zeira was a Futanari." Mavis revealed "We were 'very' close."

"Oh wow. That's interesting."

"Yeah…" Mavis said looking off "We were so very... close…"

"Master Mavis?" I asked "Are you alright?"

"God I miss sex." She said adjusting her dress.

"HUH?!"

_Is she having a fantasy, do ghosts even have sexual fantasies._

"The one thing I always regret though was that her semen couldn't change me. I was immune." Mavis started staring at my chest ***Sigh!***

_Okay this is getting way to creepy._

"Lucy are you still feeling doubtful?" she asked.

"Not too much." I said.

"Well a little is something." Mavis stood up on the bed "Now let me show you how to take doubts away.

I looked up and the centuries old girl, I could she right up her dress and like my first night with Mira, Mavis wore no panties.

_Well she is a ghost I guess she wouldn't need any._

"It's simple Lucy!" Mavis cheered "You fuck me till your doubts are gone!"

"HUH?!" I screamed.

"I've been watching you for a long time Lucy." Mavis said "You need to learn some new positions. You always use like the same four."

"I repeat What Are You Saying? I can't have sex with you you're a ghost!"

"I have a tangible form you'll be fine." She said pulling her dress off and standing naked before me.

Mavis was cute. She reminded me of Levy from our first time, before she grew boobs. Mavis was small and tiny.

"Now get naked so we can do it!" she commanded "Don't disobey the first master!"

I got up and pulled my clothes off.

"One thing I always wanted." She said paying with my breasts "Big boobies…but they say good things come in small packages."

Mavis started by sucking on my nipples.

"Oh!" I moaned as she licked and flicked her tongue over my areolas.

Mavis moved around and wrapped her legs around my head. I got the hint and started licking he folds. They were sweet and soft. I probed my tongue deeper into Mavis and she was moaning as I pleased her.

"Oh that's good Lucy~" She cooed "You have such a nice tongue."

I ran my tongue up her folds "You taste delicious First."

She just giggled as I kept licking her.

"AH!" I felt Mavis body shiver as she orgasmed "It's been so long!"

I licked her ghost juices off my face. Mavis moved around the bed and pulled her knees up to chest.

"Are you going to sleep?" I asked.

"No. Stick it in me." She said "Zeira loved this position."

"Umm okay." I said lying next to her.

I lined myself up and slowly pushed into Mavis.

"OH~!" she moaned as I stretched out her walls.

"Master." I said feeling her walls squeeze me "You feel so good."

"Please fuck me." She said "move in an out."

I started plowing into Mavis and she moaned. She was right this position was fun. Her tiny little body was pressed up against my large chest as I rammed her. .

"Ah…Ah…Lucy it's so good."

"Master Mavis you're so tight." I said "It feels so good."

"I'm gonna cum soon Lucy." She moaned "Please fill me with cum!"

I kept ramming Mavis when I felt her walls get even tighter.

"HAAA! LUCY!"

I gave her a few more thrusts "MASTER!"

I pumped Mavis full of cum and she laid on the bed catching her breath. She crawled up and straddled my waist.

"You need to do more anal." She said shoving my dick in her ass like it was nothing "AHH! FUCK!"

"Are you alright?" I asked.

"I'll be fine." She said adjusting and starting to move her hips back and forth "Fuck it's so big! Zeira was nowhere near this size."

"Your ass is so tight." I said digging my fingernails into her little butt.

"Mmmmm." She moaned as I plowed her ass "Are you starting to see there's more to sex then just a few positions and holes?" she asked.

"Keep teaching me." I said "Become my master. Teach me all you know about sex."

"We've already started." She smiled as her face cringed "AH! Right there!"

"Oh Master Mavis I'm so close. I'm gonna fill your ass with cum!"

"Do it! Fill me up!"

"MAVIS!" I came in Mavis ass and she climaxed at the same time.

After that for the next few hours Master Mavis taught me all kinds of new ways to please the girls in my life.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see next.**

**Next Chapter Hint- 10 and 2**

**Till Next time!**


	35. Chapter 30: Star Crossed-Yukino

_Italics indicate thinking_

* * *

><p><strong>Lucy's POV<strong>

It was time for day two of the games. Natsu insisted on competing in the game and only ended up looking like a fool. Who would have thought that a game named "Chariot" would have moving vehicles. Natsu managed to come in 6th and earn Fairy Tail some positive favor with the crowd.

After that we had the battles. First up were the dog man from Lamia Scale and a Mimic mage from Raven Tail. The two made a bet and when Raven Tail came out on top they proceeded to embarrass Toby.

I was looking over at Raven Tail and I noticed that Flare looked all bruised up.

_I barely landed any hits in her. What happened…and why do I feel the need to go over there and protect her._

"Blondie…"

The man in the suit of armor grabbed Flare and forcibly turned her away from me.

_My heart hurts…I hope she'll be okay._

After that it was our teams turn. Elfman had to fight Bacchus, a man who even Erza fought to a draw against. These two made a bet as well; if Bacchus won he got Mira and Lisanna for the night.

_You better kick his ass Elfman; I'm the only one who gets to touch them like that!_

It was a struggle but Elfman managed to come out on top and earn our team even more points. The third match was my personal favorite, Mirajane vs Jenny. Instead of fighting the did a pose off, with bikinis. Even better a few rounds in other guild started jumping into the fray. Sherry and the girl with her. The three girls from Mermaid Heel, not the ones I was interested in too much but they helped their cause with outfits like that.

After staring at eye candy for about a half hour Mira and Jenny were forced to settle their fight. But they made a bet to, the loser appeared nude in sorcerer weekly.

_I want Mira to win and lose! Well Jenny's pretty hot I don't mind if she loses…this is a win-win situation!_

"How about that and the loser also does something special for winner." Mira suggested.

_Mira…I see what you're doing._

"Fine." Jenny said.

Mira used her magic and in one blow she defeated Jenny.

_Nice…I wonder when Mira will bring her over._

After that Kagura, the girl with the sword from Mermaid Heel, defeated Yukino, a celestial wizard from Sabertooth.

Yukino had the keys I was missing to complete the zodiac, Libra and Pisces; she also had the legendary thirtieth key, Ophiuchus. Something about this girl felt off, I could shake a sense of familiarity with her.

_She kinda reminds me of Sora a little bit._

* * *

><p>After that we headed to the bar to celebrate before going back to the inn. When Natsu, Wendy, Carla and I got there Yukino was waiting outside. She asked if she could come inside and talk to me.<p>

Yukino was a pretty girl. She had short whitish blue hair like Angel, a curvy body and an adorable face.

"I know it is a rather odd request, but please take these." She said laying her keys on the table.

"I can't take these." I told her.

"At the end of the first day I decided I wanted you to have these when my time in the competition came to an end."

"But your time isn't up yet there's still three days left." Natsu said.

"My time has ended. Lady Minerva will most likely be taking my place. With that Sabertooth five strongest mages will have gathered."

"You weren't one of them." Happy asked.

"I was just a substitute. I had only joined recently."

"But why give up your keys?" Wendy asked.

"They will be happier with Lucy, she is a much better wizard then I am." Yukino told her "With this all twelve golden keys will have gathered, and the gate that changes the world will open."

"Huh?"

"Just some silly legend." Yukino shrugged.

"Still, I can't accept these." I told her "Owners of keys shouldn't change so easily. Bonds are our word after all."

Yukino smiled and picked up her keys "I had a feeling you'd say that. A time will come and the keys will naturally unite on they're own."

Yukino got ready to leave but when she left Natsu ran after her. I looked out the window and saw the two talking. Natsu looked really angry and he ran off. I looked down and saw Yukino was crying.

I went outside and hugged her "What's wrong?"

She just sobbed about not being allowed back. She was pretty distraught so I brought her inside. I took the bathroom and filled the tub.

_A nice hot bath will help her calm down._

Yukino didn't really answer when I talked to her but I managed to get her to undress and into the tub. Eventually she did calm down.

_She looks so good, the way the water glistens on her skin._

"Will you tell me what's wrong now?" I asked.

"I got…kicked out."

_So that's why Natsu was so angry._

"I'm sorry." I said rubbing her back.

I wasn't in the tub with Yukino for obvious reasons. I would very much like to have Yukino, she was a sweet girl but right now she needed a friend not a lover.

"It'll be alright." I said.

Some tears left Yukino's eyes "I'm dirty…"

"Well you're in a bath silly. Just wash up."

"The stain won't ever come off." She said.

"I…I don't understand." I told her.

_Is she saying she was soiled in some way?_

"They…they saw me naked…they made me do it…"

"Oh sweetie." I said hugging her wet body "I'm so sorry."

Yukino cried into my shoulder "I'm filthy!"

"No, no you're not." I told her "You're still gorgeous."

"Do you really think so?" she asked sobbing.

"I know you are. You're so pretty Yukino. Nothing will ever change that."

I felt Yukino's soft naked body pressed against me and there was a stir in my loins.

"Why would anyone want a girl like me…one who's been dirtied like that?"

"I would." I told her "I would still want you." I felt my lips getting closer to Yukino's "I'd want you right this second…"

"Lucy…?"

"Yukino…I want to tell you something…" I said pulling at my skirt "It'll show you that someone still cares about you, it doesn't matter what has happened to you."

When my clothes fell to the floor Yukino was stunned to see what I was packing.

"Lucy…is that…"

"This is my penis Yukino. And it's rock hard for you…I don't care what has happened to you, I'd still love you. I'd love to show you how much I care right now."

_Did I just say I love her? It felt nice…_

I slowly moved my lips forward and started kissing Yukino. She gradually started kissing me back.

"Lucy we shouldn't..."

"Let me make you feel better Yukino." I said "Let me show you how I feel."

As we kissed I felt out supple breasts pressing together. Yukino was starting to kiss me back more and more. After a few minutes I felt her hand brush against my cock.

"Oh~" I gasped as she started rubbing it.

"Lucy…My heart feels so strange." Yukino said.

"Mine to." I said kissing her neck.

Yukino started rubbing me out as I kissed her neck and squeezed her large breasts.

I pinched her nipple between two fingers

"AH!" she gasped "That's so good."

There was a knock on the bathroom door.

"Lucy. Carla and I are going shopping." Wendy said "We'll be back later."

"Alright. Be careful." I said with my hand between Yukino's legs as she rubbed my penis "I'll…Ah…see you….OH! Later."

"Have fun." Wendy giggled walking off.

"Now we can be as loud as we want." I smiled.

Yukino moaned as I shoved my fingers into her "AH!"

Yukino kept rubbing my dick as I played with her folds.

"Oh Yukino I'm so close." I said moving my hand even harder.

"I feel so good." She said as her walls started tightening "HAA!"

Yukino orgasmed and I wasn't far behind.

"UGH!" I shot cum out and covered Yukino's stomach and the floor.

"So warm…" Yukino said touching the semen.

"Do you wanna do more?" I asked hugging her and squeezing her butt.

"Eep!" she yelped as my nails dug into her ample ass "With you…yes."

"Sit up on the counter." I told her.

Yukino hopped up on the sink and we kissed more. Eventually I pulled her down and held her as she wrapped her legs around my waist and her arms around my neck.

"Are you ready Yuki?" I asked.

"Do it Lucy." She whispered in my ear.

I lifted Yukino up and slowly slid inside her. She was tight and I didn't take me long to find her hymen. I held Yukino close and made the painful part as quick as possible.

"AUGHHH!" she screamed as I tore through her virginity.

"Sshhh." I said kissing her cheek "The pain will be gone soon."

We waited a few minutes for Yukino to adjust before it was finally time to start moving again.

"I'll start slow." I told her as I gently moved my hips.

"Oh Lucy…that feels so nice."

_She feels so nice…her pussy feels familiar…why? She was a virgin we'd never done it before…why does this feel so much like…Angel?_

I pushed the thoughts from my mind and went back to pleasing Yukino.

"Lucy it's so good. I fell so good!" Yukino moaned as she bounced up and down.

"You're so warm Yukino." I said matching her movements.

We kept fucking in the bathroom and I pinned Yukino up against the door.

"Oh…oh…OH!" She moaned as her walls suddenly became very tight and she climaxed.

"So tight." I grunted "I'm so close."

"Ha…ha…ha..." Yukino was still panting as I plowed into her.

I felt my balls tingle and I knew what was coming.

"YUKINO!" I started cumming and filling Yukino up.

"So warm!" she yelled out "LUCY!"

I felt her orgasm again as I pumped her full of cum.

Next I moved Yukino to the sink and had her lean up against it. Her round butt looked so good sticking out like that. I walked up and started teasing her entrance.

"Please." She said wiggling her butt "Make me feel good again."

I pushed into Yukino's tight snatch and she moaned at my size.

"Mmmmm. So big."

I grabbed Yukino's hips and started thrusting into her. We were both moaning in pleasure as I stretched her walls and her tight pussy squeezed my cock.

"Yukino you're so good." I said as I fucked her.

"Oh Lucy…you've made me feel so good."

"Yukino stay here."

"Huh?"

"Stay with me. In Fairy Tail. That way I can make you feel like this all the time."

"Me…In Fairy Tail?" she said.

"We'll talk more later let's finish up right now." I said "I'm gonna cum again."

"Wait…cum?" Yukino said "Get out of me! I'm not protected!"

"A little late for that!" I said "I already came in you once!"

"Oh dear…guess it can't be helped." Yukino said.

"Oh Shit! HAAA!" I started cumming inside Yukino again.

"OH LUCY!" Yukino yelled out my name as my seed coated her tight walls.

We moved from the bathroom to the bedroom. I laid Yuki down on the bed and used one of the positions Mavis had showed me last night. I grabbed one of her legs and put it on my shoulder; I slowly slid into her and after a few thrusts started teasing her clit.

"AHH! So good." Yukino moaned "Harder Lucy!"

"With pleasure." I said increasing my speed.

You could hear the bed creaking from my movements and Yukino was moaning loudly. We held that position for a while and Yukino orgasmed about three times before I felt mine coming again.

"Here it comes. YUKINO I'M CUMMING!"

"OHHHHAAA!"

Thick ropes of hot seed shot out and filled Yukino's tight pussy. We wanted to continue but I knew the others would be back soon so we had to get dressed.

"So…about you staying?"

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns. **

**Suggest who you want to see next time.**

**Next Chapter Hint- Side Chapter Next time- Let's go, back in time.**

**I know you guys want Flare a lot. She's coming. I have big things planned for the Waterpark that one night will be covered by multiple chapters. Flare will get one then. Just hang on a little longer (Probably about Tuesday or Wednesday.)**

**Also I started a new Futanari story. This time our star in Nami from One Piece. If you're interested it's called **_**Nami's Futanari Adventures. **_**It will be similar to this story (Sex, transformations and the like)**

**ALSO- This story now has a seasonal themed spinoff _Futanari Lucy- Christmas Wishes. _It's similar to this story. Lucy-Clause gives out some gifts that do some strange things to some of the recipients bodies. **

**Originally it was going to be side chapters for this story but it was taking to much space so I decided to do it as it's own story.**

**Till next time!**


	36. SS6: Futanari Meredy

_Italics indicate thinking._

_**This Side Story is what happened after the flashback in Chapter 27 (Meredy)**_

* * *

><p><strong>Years Ago- Ultear's POV<strong>

"No sweetie" I hugged Meredy "You're even more beautiful."

"Really?" Merry sniffed.

I had Meredy sit down and we talked about what her new body would entail. After I explained some of the ins and outs of her body I got to work.

"We need to do some tests." I told her.

"Okay what?"

"I just want to run a general physical to make sure your body is in good shape."

"What do you need me to do?" she asked.

"Just sit and let me run the test.

I poked and prodded at Meredy's body. I could tell she wasn't a big fan of the blood test, she doesn't like needles.

"Okay I already tested it once but I want another semen sample."

"You mean that goo?" Merry said "How do you plan on getting it?"

_She has a good point. I guess I'll have to show her._

"You have to give it to me." I explained.

"How?"

"Take you hand and do this." I said wrapping her palm around her limp rod "It won't do if it's not hard…"

"How do you get it hard?" Merry asked.

"You have to get turned on…I think I have an idea."

I unzipped my jacket and took my shirt off. I stood before Meredy in just my bra and a pair of jeans.

"Umm Ultear what are you doing."

"It's working." I said looking at her penis start to get hard.

_This is kinda embarrassing, turning my own daughter on._

"What's happening to it?" Merry said as her dick stood at attention.

"Now do what I showed you, masturbate."

Meredy started slow and gradually picked up speed. I stood there watching with a vial ready to collect the sample. Meredy was making loud fapping noises as she masturbated. She had started slow but now she was really into it.

"Oh…oh…here it…oh…COMES!" Meredy blew a load all over her stomach and I cleaned it up.

"Excellent job. I don't need you for anything else right now why don't you go take a shower and get cleaned up."

* * *

><p><strong>Meredy's POV-A few weeks later.<strong>

Ultear had to go out shopping to get clothes for my new body. My training bra no longer fit so I had to wear a real one. Having this 'thing' between my legs is annoying. I kept wrecking all my underwear. It's constantly getting hard and ripping through them. It seems like every night I have to masturbate to get it down so I can sleep.

Which is where I am now, in bed, hand wrapped around my dick, stroking as fast as I could.

"Oh yeah…that's it…mmm so good." I moaned as I jacked off.

Yeah having to masturbate was annoying but it sure felt great.

"I'm so close…HA!" I gasped as I started shooting out cum and covering my smooth stomach "That's better."

"My little girl is growing up."

"Ultear?!" I screamed covering myself.

I saw the look on her face, she was drunk.

"I'm getting so old~!" she whined throwing herself onto my bed.

"Get out of here." I said.

Ultear's head had landed right over my crotch. She grabbed the waistband of my shorts and freed my dick.

"Bad girl you can't even take care of one boner."

"Ultear stop you're not thinking right." I said pushing her off.

"Don't talk back to me girl!" she yelled "Now you are going to fuck the shit out of me understand."

"Are you even listening to yourself?" I asked.

Ultear laid down and started licking my dick.

"AH!" I gasped at the incredible feeling.

"I had a feeling that would ***hic*** Change your mind."

In one swift motion Ultear took me into her mouth and started sucking. I don't know what came over me but I let her keep going.

"Ul it feels so good." I said.

***Slurp* **"A nice thick cock, just what I needed."

Ultear kept sucking as I laid there and moaning. It felt so good, her warm mouth eaf=gerly pleasing me.

"Ultear I think I'm gonna…"

"I wanna taste it." She said tickling my balls.

"I'm cumming!"

I felt ropes of thick jizz start filling up Ultear's mouth she eagerly swallowed the load and then proceeded to get undressed. She stood naked before me glistening in the moonlight.

She straddled my hips and started kissing my neck "I love you sweetie."

I started kissing her back and I could feel Ultear's wet snatch dripping onto my body. Ultear started grinding her large butt against my crotch as we kissed and I could feel myself getting rock hard.

"Mmmmm." Ultear grabbed my dick and teased her entrance before shoving me inside her.

"OH!" I gasped at the sudden change.

She was so warm. Her walls were squeezing the crap out of my dick.

"So big." Ultear groaned "Feels so nice."

Ultear started grinding her hips. The pleasure that was coursing through me, I had never felt this good before. I instinctively grabbed Ultear's big ass and started thrusting my hips to match her movements.

_Lucy Heartfilia Thank you for this gift. I feel so good!_

I squeezed Ultear's ass and started moving more aggresivly.

"Good girl." Ultear smiled "Fuck me."

I could feel my balls slapping into Ultear's thighs. The older woman leaned down and played with my breasts. I had been so focused on the fact that I was now a Futanari that I had forgotten that Lucy's semen also made my older.

I grunted as I slammed into Ultear.

"Oh yes Meredy right there….Mmmmm yes!"

I could feel her starting to get tight. There was a tingling sensation in my ball sack.

"Ultear I'm cumming!"

I felt my hot seed start to fill Ultear's warm vagina.

"OH! MERRY!" She screamed out as she also yelled out in bliss.

We fell asleep after that. I knew the next morning's hung over Ultear would not be happy about what just happened. I didn't care; I nuzzled myself close to her massive motherly bosom and fell asleep.

* * *

><p>Yeah she wasn't happy. Mostly with herself but I was in trouble for not having enough self-control to stop us. Still that didn't stop Ultear from saying now that we did it once we were lovers and she was going to be using me to remove stress.<p>

* * *

><p><strong>A few Years Later- Shortly After Lucy Meets Meredy and Ultear.<strong>

I had just finished having sex with Lucy. She was so good. She made me feel amazing. I wish I was half as good as she was. I was trekking through the forest when I found the person I was looking for. Standing there looking out at the water clad in a bikini that barely fit.

"Juvia." I said walking up.

"Meredy!" The two of us hugged.

Her breasts were so soft I moved my hands down and touched her large rump.

"Hey!" she yelled "You smell like Lucy-Sama." She mumbled "Then you must know Juvia is for Lucy-Sama only."

"Lucy said I could have you for a bit." I mumbled squeezing her luscious ass.

"Lucy-Sama has put Juvia out on loan?"

"Something like that." I said making her top fall off "I have something to show you."

I pulled my pants down and showed Juvia my gift.

"You're a…"

"Lucy made me like this." I told her "Don't you think you should help me. I won't bully you like her. You can do what you want."

"Juvia only follows orders. Juvia is not allowed to issue commands." The water woman said "Lucy-Sama ordered Juvia to please Meredy."

Juvia got on her knees and started playing with my penis. She licked and stroked before she wrapped her creamy breasts around my cock.

"Oh Juvia they're so soft." I moaned as she started moving her chest up and down.

Juvia kept moving her chest along my dick as I leaned up against a tree and moaned.

"You so thick." Juvia said "It feels so nice smashed between Juvia's breasts."

"Oh Juvia you're so good."

"Juvia is Lucy-Sama's favorite plaything for a reason."

Juvia jiggled her breasts around as I drew closer and closer to my climax.

"Juvia I'm gonna cum soon."

"Cum for Juvia." The girl giggled "Juvia loves Futanari cum!"

"AHHH!" I spewed all over Juvia's pale, slightly tanned, skin.

Juvia got up against the tree and pulled her bottoms off. Her glorious ass on display.

I got up behind Juvia and stuck myself inside her womanhood.

"Oh so large!" she moaned "Meredy is so big."

"Your ass is so big." I said squeezing the supple flesh.

I started thrusting and Juvia's ass slammed into my hips. She was so good. She was soaked and she was warm.

"Oh harder!" Juvia moaned "Please have your way with Juvia!"

"Oh I will."

I grabbed Juvia's waist and start slamming into her.

"Meredy it's so good!" Juvia moaned "You're so different from back then."

"I grew up." I said crashing my hips into her aggressively "I'm a woman now."

Juvia kept moaning as I fucked her up against the tree.

"Juvia I'm gonna cum. I'm gonna fill you up."

"HAA! DO IT!" She moaned orgasaming.

"FUCK!" I jizzed inside Juvia and when I pulled out semen ran down her leg.

Juvia was laying on the ground trying to catch her breath. I got up behind her and started pushing myself into her ass.

"AHH! Juvia's butt!" the girl said in shock.

Her ass was so tight and the cheeks pressed up against my crotch as I fucked her felt so good.

"Fuck yeah Juvia you're so good."

"Oh Meredy!" Juvia moaned.

Juvia kept taking most of my dick into her ass and she loved it. I hadn't felt this good in a long time.

"Juvia I'm gonna cum in your ass."

"No! That is for Lucy-Sama get don't!"

"Then I'll just cover those sweet cheeks of yours with liquid gold."

I pulled out and started jacking off.

"FUCK JUVIA!"

I shot warm cum all over and covered Juvia's fat ass in my seed.

"So warm."

Unfortunately after that we had to leave, but I had the feeling that Ultear and I would see our fellow Harem members soon enough.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see next time.**

**Next Chapter Hint- We're going to the water park, and a bet is a bet.**

**Till next time!**


	37. Chapter 31: Waterpark 1- Jenny & Risley

_Italics indicate thinking._

* * *

><p><strong>Lucy's POV<strong>

I woke up the next morning and Yukino was snuggled up with me in my bed. The first thing we did when she woke up was go see Master so Yukino could become a member of Fairy Tail.

When we got to the stands where the guild was I could hear people mumbling about Yukino. I explained the situation to master and he was more than willing to let Yukino into the guild. Yukino got her guild mark and I introduced her to some people.

"This is my little sister Michelle and this is my friend Sorano."

When Angel turned around to say hello her eyes went wide. She looked like she'd see a ghost.

"Yukino…"

Yukino looked shocked as well.

"Are you okay? I know she used to be bad but she's a good person."

"Sorano!" Yukino ran forward and started hugging Angel.

The two of them were crying but they didn't look sad.

"Yuki…"

"Sora…I missed you Big Sis…"

"Wait you two are…" Michelle and I were pretty surprised.

_That would explain why they seemed so similar._

"We can explain later. Lucy you have to go get ready for the games."

I left the two there and met up with my team. Erza competed in the first event and she crushed it. She broke the game and they had to come up with a new event for the other contestants. After that they decided to use a MPF to rank the contestants. Erza's friend Millianna, who happened to be the girl in the hood, went first. It didn't take to long for her high number to get blown away. The final one to go was Cana who used Fairy Glitter and broke the machine. Fairy Tail earned first and second in the event.

In the battle portion Millianna fought and nearly fell out of her top the entire time.

_I don't remember them being that big. And I don't remember her wearing so little. Not that I'm complaining…maybe Erza will bring her around some time…_

After that Sabertooth and Blue Pegasus fought. Sabertooth won. Then Laxus had to fight Alexei from the Raven Tail. At first he looked like he was losing but it turned out that he was fighting behind an illusion the whole time and won. After that the council dragged the members of Raven Tail off.

"I hope Flare will be okay." I mumbled.

"Why is it so you can fool around with her?" Erza whispered.

"NO!" I said "I just hope she doesn't get hit anymore."

Erza just smiled "You're a good person."

In the final fight Wendy had to fight the Sherry look alike from Lamia Scale. Turned out her name was Chelia, Sherry's cousin. It another dramatic revel we learned she had God Slayer Magic. Wendy tried her hardest and managed to come away with a tie. After that we did the usual thing and went to the bar, after that we all decided to go to the waterpark that was in town.

* * *

><p>I was admiring the view in the locker room as various girls changed. It was heaven! Erza, Mira, Michelle, Yukino, and girls of all shapes and sizes were getting changed. As a sign of good faith I let Juvia wear the bikini she said she had brought just for me. It was purple with polka dots and a skirt like bottom.<p>

"It's covering your ass." I said.

"Juvia thought Lucy-Sama would like it…" she pouted looking upset.

"Fine…"

Once pretty much everyone was out of the room I started to get changed. The only person still there was Erza.

"That yellow Bikini's nice." I told her.

"This is my legendary swimsuit. It cannot be destroyed." She explained.

That yellow suit looked stunning. It showed off Erza's body perfectly. I had just tied my top and was in the process of putting on my bottoms.

"Come here for a sec." I waved Erza over.

She stepped closer and I shoved my face into her chest and pinned her against the locker.

"Erza~"

"Lucy not so loud. Someone might hear."

"Then you better keep quiet. Now turn around."

Erza faced the lockers and I moved her trunks down and teased her entrance.

"We're not even in the water and you're already wet."

I ran my fingers over her warmth.

"Lucy~"

"Mmmmm" I slowly pushed into Erza and grabbed her hips.

I pulled on Erza's waist and started fucking her in the locker room.

"Oh Lucy it's so good." Erza whispered.

I reached forward and grabbed Erza's breasts as I took her from behind.

"Great as always Erza." I said.

"Lucy…harder!"

I spanked her "Don't yell."

"Sorry."

I increased my speed "Do you remember the alley Erza, it's just like that. Someone could come around the corner any second."

Erza hissed as I slammed my hips harder.

"Imagine if someone came around that corner and saw you like this…"

"No." she mumbled.

_Erza gets embarrassed so easily, it's kinda fun._

"Just think I could take you out to the pool and fuck you in the middle of the park."

Erza wiggled her hips "Hmmmm~"

"You'd like that wouldn't you Erza? You're an exhibitionist aren't you Erza."

"No."

"Just admit it you like the thrill of someone seeing you. I idea of someone watching me fuck the shit out of you turns you on."

"No…"

"I can feel you getting wetter Erza. I can see the blush on your face." I stopped thrusting "I won't let you cum till you admit it."

"No…I don't…"

I teased her nipples "I wonder if someone can hear you right now. Imagine them hearing the great Erza Scarlet being someone's bitch."

"I…I like it…" Erza mumbled.

"What was that?"

"I like it when people watch!"

I slammed my hips into Erza a few more times "You can cum now."

"LUCY!" I felt her get tight and I was about to cum to.

_She was really holding it in._

"OH ERZA!" I pumped Erza full of cum and left her in the locker room "I'm going outside clean yourself up."

I walked out of the locker room and out to the park. I admired the females in the park, booth in the guild and not. Bisca and her motherly breasts were about to burst through her bikini top. Lisanna looked good in hers and Sorano and Yukino were talking in similar outfits. Even Laki and Kinana looked sexy. For some reason Cana was wearing a bra…I won't complain.

"Take that Mira!" I looked over just in time to see Mira's strapless top get pulled off.

_A miracle from above!_

Mira and Lisanna were talking with Jenny from Blue Pegasus, and a thin Risley from Mermaid Heel

Mira unfortunately covered her chest, but she did the go and pull Jenny's bottoms off.

_Today is a glorious day!_

I saw Mira turn around and notice me "Lucy come here!"

I walked over and Jenny was on the ground sobbing.

"Lisanna is the thing ready?" Mira asked.

"All set big sis." Lisanna smiled.

"Jenny it's time for you to fulfil out agreement."

***Sniff* **"Fine."

Risley insisted on following us. I was surprised to see her in a thinner body. Normally she was all about being chubby. I don't understand her at all, if you have the option to look better why not take it?

When Mira stopped we were in front of a cabana. Mira unlocked the door and let the three of us in. there was a bed, a fridge and a couch.

"What do you need me back here for?" Jenny asked.

"Since you lost you have to listen to me. From now on you belong to Lucy."

"Huh?"

I was already on the bed jacking off "I'm ready whenever you are."

"What the hell!"

"And since you saw." Mira said coming behind Risley and sticking a hand down her skirt "You have to play along to. Lucy we reserved this cabana for the night so when you finish up with these two feel free to bring any one you want back here. It's soundproof so be as loud as you want. Not even the employees will bother you."

Mira walked the fresh meat over and pushed them on the bed.

"Come on I don't have all day." I said "Let's get started."

"Jenny suck her cock." Mira commanded "You suck her tits…NOW!"

The two quickly moved their heads towards their assigned locations and started sucking. For a second Risley started growing chubby again.

I slapped her ass "Stay thin."

She quickly returned to the preferred form and kept sucking my tits. Jenny was going down on me like an expert.

"You must do this a lot Jenny." I said "You're incredible. I already think I might cum all over that beautiful face."

Jenny moaned with her lips around my cock. I saw Mira had moved her bottoms and was licking Jenny. I reached around and played with Risley's folds making her bite my nipple.

"Oh Jenny I'm so close."

"You hear that." Mira whispered "Lucy's gonna make you swallow all her tasty cum."

"AHH!" I started cumming and filling Jenny's mouth with jizz.

"Come here." Mira said starting to kiss Jenny "I want a taste."

Those two swapped cum and saliva. I stared making out with Risley. The girls lined up on the bed. All of them with their asses facing me, pussies lined up ready to be fucked.

"You're first." I said getting behind Risley and rubbing her ass.

"Mmmmm."

I got up on her ass and entered her.

"Ohh!"

She was nice and tight. Mira and Jenny were kissing as I plowed into the tanned skin woman. Risley's body was thin but her ass was still plump. I could feel the fat cheeks slamming into me as a fucked her.

"Oh...oh...so good!" She moaned.

"You're so tight." I groaned "You make my cock feel so good."

I kept plowing into Risley and Mira kept playing with Jenny's body.

"Lucy!" Risley moaned "I'm so close!"

My balls kept slapping into Risley's fat ass "Me to. I gonna cum!"

"AHHH!" we both came at the same time and I filled Risley up.

She laid down on the bed and I moved over to Mira. She and Jenny were kissing.

"OH!" Mira moaned when I entered her.

Mira was as good as ever, warm and tight. Jenny sucked on Mira's nipples as I plowed into the white haired girl.

"Lucy it's been so long!" Mira moaned.

"You're so soft Mira." Jenny said squeezing her rival's chest "Still so young."

Mira kissed Jenny "I like the preview. Now I don't have to wait for the magazine."

"Mira" I said "I love your gift. I can't wait to do her next."

"She's already so wet." Mira said licking Jenny "Once you finish with me you can do all you want with her."

"It won't be long." I said "I'm gonna fill you up."

"Do it. Fuck me harder!"

I gave Mira a few more thrusts when I felt my balls tingle.

"MIRA!"

I blew my load inside Mira and got ready to do Jenny next.

"A model just for me." I said kissing Jenny's neck.

"Ah~" she moaned as I whispered nothings into her ear.

Jenny was sitting in my lap and my dick was rubbing against her inner thigh. I moved around and slowly pushed into Jenny.

"OH~!" she groaned as I pushed into her tight snatch.

I laid back and Jenny started grinding her hips.

"Thank God I made that bet!"

Jenny was good, she was a pro. She moved her hips in all kinds of ways she grabbed my chest and pinched my nipples as she did it.

"Oh fuck it's so big!" She moaned "Lucy! I want more!"

I grabbed her hips and started thrusting rapidly. She was screaming out in pleasure. She looked so sexy I kept driving into her and loving the sound of our hips clapping together.

"I'm so close!" Jenny moaned "Just a little more!"

"You're so tight…I'm gonna cum to." I warned.

"Fill me like you did with Mira!"

"Ugh!" I groaned as semen started getting shot out "JENNY!"

"HAA! LUCY!"

After I pulled out of Jenny I washed myself off in the private shower and got my Bikini back on. I tucked everything away, fixed my hair and made my boobs look good and headed back out to the park.

"You guys better be gone when I get back, I might need this room for someone else." I told Jenny and Risley "Stop by again sometime if you're looking for cock. Mira can fill you in."

_I wonder who else will get brought in there tonight._

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message any questions or concerns.**

**Suggest who you want to see next time.**

**Next Chapter Hint- Lucy's gotten a lot more outgoing since this story started but she might be flying a little too close to the sun.**

**There's a poll open for a potential new story (I may oor may not write one I'm just looking to gauge interest)**

**Till Next Time!**


	38. Chapter 32- Waterpark 2-Flare

_Italics indicate thinking._

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><p><strong>Lucy's POV<strong>

I exited the cabana and walked around the park. Everyone looked so sexy in their swimsuits, even Mavis had joined us. I kept up my little tour and came across two people that didn't belong.

"What are you two doing?"

Virgo was floating around on her back and Aquarius was in a tube.

"Aquarius invited me." Virgo said.

"And I felt like going for a swim, I am a water spirit. That and I hate being cramped up in that tiny hotel room you got me."

"I didn't summon you Virgo, why are you here?"

"I'm Aquarius bodyguard." The maid explained.

"What?"

"Since Aquarius is the first spirit in centuries to be giving birth to a human spirit hybrid, the Spirit King ordered me not to leave her side."

"Oh great so you're gonna be hanging around all the time to." I mumbled.

"Yes Princess we will be seeing much more of each other. What would you like for breakfast tomorrow?"

"Nothing…Well you better do a job of protecting her; you know how the guild gets. I expect that baby to be kept in one piece."

"I can take care of myself." Aquarius mumbled.

"I shall do my best." Virgo saluted "Oh a girl was here looking for you earlier but we hadn't seen you so she left."

"What was her name?"

"Didn't get it." Aquarius shrugged.

"What a great help you two are."

I left the two spirits in the small pool and continued my walk around the park. I waved to everyone I saw.

"Blondie…"

I jumped at the use of that nickname and fell on my face.

"Ow, that was silly of me."

I looked back up and saw Flare standing there. I thought all the blood in my body might rush out my nose that very second. She was wearing a red one piece that only covered her breasts and her womanly parts, her stomach was exposed. Her huge chest looked like it could spill out at any moment.

"You're from Raven Tail." I said spooked.

Suddenly a very strange image of Flare picking me up by her hair and ripping my clothes off flashed through my mind.

_Even if we were doing that I'd be the one in control not her._

"I thought you got arrested."

"I broke the rules not the law." The red head explained "They let me go."

"Why are you here?" I said standing up.

"I'm sorry." She whispered "That's all I wanted."

Hearing that made me smile. Flare was turning to leave but I grabbed her wrist.

"Huh?"

"Stay let's hang out." I said.

"What?"

"Come on!" I said pulling her along "Let's go have fun!"

Flare was pretty surprised that I wanted to be her friend. I dragged her to lazy river and other attractions and it wasn't long before I saw her smile. She looked so cute.

"Why are you doing this?" she said as we sat down for a drink.

"Cause I want to, you're my friend."

Flare looked at the ground "Oh…"

"I'm your friend to right?"

"Um…sure…"

Hearing that made me smile.

"Are you gonna be okay?" I asked "They won't hurt you anymore right?"

"Hmm?" she looked at me somewhat scared.

"It's okay to be scared." I said holding her hand "Why don't you stay here I can protect you."

"Don't say things like that." She mumbled.

"I'm serious. I…feel this need to just hold you close and make sure you're okay."

Flare just looked at me "What is it you're doing to me?"

"Huh?"

"You make…my chest feel all tingly."

Flare and I were standing there in the middle of the park having what a bystander might think was some kind of love confession.

_I need to do this, I have to show her._

I grabbed Flare and pulled her into a hug. Our bodies felt so right pressed together like that, our breasts mashing together thought our suits. Having her close I could already feel a hard on coming.

"Blondie…"

"Flare I do care." I looked her in the eye "Please don't go. I'm afraid I might never see you again."

Our lips were dangerously close for being out in the open.

"Listen." I said "I have a cabana not too far from here why don't we go talk there?"

"Alright…lead the way blondie."

I took Flare to the mini house Miri had set up and was happy to see no one inside when we got there.

"Nice place you got here." Flare shrugged.

I sat on the couch with Flare and tried to talk to her but it seemed like both of us were afraid to confront feeling we knew were boiling close to the surface.

"Hey Blondie..."

"You can call me Lucy." I told her.

"Umm…Lucy…back when we fought you seemed really terrified of being striped in front of the crowd…"

"Well every girl would be." I shrugged.

"You more than most." She said "I heard a rumor…is it true that you're a…"

_Where the hell did she hear something like that?!_

"Are you a Futanari?"

"How did you here that?" I demanded.

"So it is true.' Flare said looking down.

"Who told you?" I said.

_Someone's about to get the punishment of a life time._

"I don't know their names. It was a woman pink hair and a woman with long blue hair; they were in a small pool earlier."

_Those two are gonna get it big time!_

"May I see?" Flare said "I need to know something?"

"Huh?"

Flare's hair moved and pulled my bikini bottoms down exposing my half hard dick to the air of the cabana.

"Hmmm." Flare hummed to herself while looking at it.

"Can you not just pull them down like that." I said.

"This feeling is back." She said putting a hand on her breast "The ache. You said you wanted to protect me? I feel the same way…"

"Flare." I said getting close "I feel it to."

Our faces were close, our lips mere inches from each other's.

"Blond…Lucy…"

"Flare…"

Our lips slowly pressed together and we slowly kissed. This wasn't a make out kiss like with some of the other girls, these were tender loving kisses.

"Flare I…I think."

"Sshhh." She said putting a finger to my mouth and shaking her head no "Don't say something like that. Once you do you can't take it back."

I slowly sucked on the finger on my lips "I won't want to take it back."

Flare and I laid down on the bed and kissed.

"Lucy…I…"

"Sshhh." I said covering her lips like she had mine "I know, me to."

The faint smile that crossed Flare's lips made my heart tremble. As we kissed I slowly moved the thick straps of her bathing suit. At the same time I felt Flare fiddling with the strings of my top. Soon we were both naked with our bodies pressed tightly together.

"Lucy." Flare smirked "You're poking me."

"Sorry." I blushed.

Flare stood up, and for the first time I saw her in all her glory, he amazing curves, her long flowing hair, and creamy skin. Flare went down by my cock and flicked it.

I yelped "Ouch."

Flare giggled, it was cute. She got down and wrapped her large chest around my stiff rod.

"Oh!" I gasped at the sheer warmth of her breasts.

Flare got her deep cleavage all lubed up and started moving her chest up and down. I couldn't even see the tip of my penis when she pressed down all the way, and I was a big girl.

Flare didn't say much as she tit fucked me. The only sound in the room was my moans or the occasional sound of Flare adding more spit. Halfway through Flare's hair came up and teased my nipples.

"Stop it that tickles." I laughed.

"You feel so good Lucy." She said bouncing her boobs up and down.

Flare kept moving her massive chest and it wasn't long before I was ready to cum.

"Flare…I'm gonna…"

"Do it blondie." She said.

"HAAAAA!"

I shot thick ropes of cum out and they landed on Flare's chest. She picked some up and licked it off her finger.

"Mmmmm yummy." She said lying next to me.

"Let me do you." I said having her spread her legs.

I put my head between Flare's thighs and started teasing her pussy. She was already pretty wet so I just flicked my tongue over her clit a few times before I started probing her folds.

"Oh~" she moaned "Lucy~"

She tasted nice, the best pussy I had ever tasted. I felt Flare put her fingers in my hair and push my face harder into her pussy. I stared using my fingers and my tongue and Flare got even louder.

Suddenly I felt something slap my ass. Flare's hair was near my back and it had just spanked me. Flare giggled at my face and slapped me again.

"Eep! Stop it." I giggled.

This time Flare started tickling my butt while I ate her out.

"Hahaha! Stop that tickles!"

I kept my fingers moving while Flare messed around with me.

"Blondie I'm gonna…AHH!" I felt Flare's walls get tight around my fingers as she came.

I got up and laid down next to Flare. She went spread eagle and I lined up by her entrance. When Flare nodded her head I slowly pushed into her and we both moaned at the feeling.

"So big~" Flare hissed.

"So tight." I groaned.

I started thrusting into Flare and she moaned. I moved in and started kissing her. I felt her hair wrap around me and pull me closer to her body. Out breasts where smashing together in what I'm sure would have been a glorious sight.

"Oh Flare!" I moaned "You feel so good."

"Harder Lucy!"

I increased my speed and Flare got even louder. She was so good; her pussy was so warm and tight. The way our lips felt as they kissed, I was in heaven.

"Flare I can't hold on much longer."

"Me to cum for me Lucy, cum inside me!"

I rammed into Flare a few more times before I felt my release coming.

"I'M CUMMING!"

I felt Flare's walls get tight as I came "OHHHHH!"

I jizzed and filled Flare's tight pussy with cum.

Next Flare had me move so I was spooning her. Once I was ready I got close to her entrance.

""Oh Lucy~" Flare moaned as I slowly entered her.

I hummed in response to the feel of her warm rigid walls. I moved my hips and started fucking Flare from behind. I reached up and got a good grip on her big breasts as I did it. While I plowed in to her I played with her nipples and pulled her close with the other arm.

"Oh I feel incredible!" Flare moaned "More!"

I started sucking on Flare's neck and she got up and made my cock fall out.

"I want to see you when it happens." She said lying down and facing me.

I pulled Flare close, our bodies pressed tightly together, and stuck it back in her. I looked her in the eyes as I made love to her. I felt so powerful hugging her like that as we did it. She looked so much sexier than she had when we fought. Maybe it was because she was naked or maybe it was because we loved each other, maybe it was just the fact that she had opened up to me or because she was happy. I wasn't sure, but I knew that Flare looked so much better than she had.

"Lucy I'm gonna…"

"Me too Flare, cum with me." I gave Flare a few thrusts and hugged her harder as her body shuddered.

"LUCY!"

I felt my cock start filling Flare with my warm seed "FLARE!"

After that we both laid there in the afterglow. Appreciating each other and just wanting to spend time together.

Flare looked up from leaning her head in my chest and smiled. She snuggled her head into the crook of my neck and started to fall asleep. I was just happy that my beloved Flare was safe and happy.

Right before she drifted off to sleep I heard her mumble "I love you Lucy."

I kissed the top of her head "I love you to Flare."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see in the future.**

**Next Chapter Hint- Dear God in Heaven!**

**Till Next Time!**


	39. Chapter 33: Breath of God- Chelia

_Italics indicate thinking._

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><p><strong>Lucy's POV<strong>

When I woke up I looked at the clock. Flare and I had taken a short power nap, about two hours. The park was still open but I was in no hurry to get up. I laid in bed and traced the X-shaped scar on Flare's shoulder.

"Big sister?" Michelle said peaking in "Here you are, no one had seen you in a while we were getting worried."

"Sorry I was spending some time with Flare."

The red head stirred in her sleep "What time is it?"

"We were out for about two hours." I said "Why don't you go take a shower."

Flare got up and went to the shower, hair dragging behind her, while I sat on the bed. Michelle got up and laid down next to me. The two of looked at each other and began kissing.

"Lucy~" Michelle licked her lips and went down by my crotch.

Michelle flicked her tongue over the tip and started working the shaft. She was sucking expertly. I heard the water in the bathroom stop and Flare walked out.

"I figured as much." She mumbled walked over and taking a seat next to me.

She put her ass in my face and started helping Michelle lick my penis.

I could feel their two tongues battling for dominance over my cock. I was licking Flare while they did this.

"I think I'm gonna cum soon." I warned them "You two are just too good."

I felt them both do one long lick up the shaft and my balls tightened.

"HAA!" I shot some cum out and when I got up it was all over their faces.

The two kissed the cum off each other before we got dressed and headed back out to the park.

* * *

><p>I wanted to get Flare into the guild but she said there were a few things she needed to take care of first but she would come by later to have my fulfil my promise.<p>

"Ah Lucy there you are." Sherry said coming up and hugging me "I need a favor."

"Huh what?"

"I came to the park with my cousin and I was kinda hoping you'd…ya know…let me watch while you two did it?"

"What no!" I yelled "She's like fifteen!"

"Well can't you just do what you did to Wendy?"

"What happened to Wendy was an accident." I explained "Besides I would need to get semen on her to make a transformation 'maybe' happen."

"Dammit I was really looking forward to this." Sherry mumbled "I have an idea!"

"What?"

"I take you to the cabana." She held up her beach bag "Chelia's bikini is in here. I get you off you cum on the outfit, she puts it on none the wiser. Maybe she changes maybe she doesn't but she won't have to know."

"I don't know."

"Please Lucy." She pouted.

I couldn't resist that look "Fine."

"Yay!"

Sherry and I went to the cabana and she started jacking me off. Her hands were so soft and she was moving them so fast.

"Come on we need a nice big load Lucy."

Sherry kept stroking her hand rapidly and before long I was gonna blow.

"Here it comes!" I warned.

Sherry wrapped the bikini top around my dick and I exploded all over it.

"Excellent." Sherry smiled and held up the cum stained bikini.

The top had cum in the cups and on the strings. Sherry wiped off some of the excess to avoid Chelia noticing. She tucked the top into her bag and we headed back out into the park, we barely made it out of the cabana when Chelia came up to us.

"Hey Sherry have you seen my bathing suit? I think I may have forgotten it at the inn."

"Yeah it's in my bag." Sherry said.

"Hand it over I wanna swim." Chelia said tapping her foot.

"Here." Sherry had a faint smirk as she gave her cousin the potential dangerous suit "Why don't you use the bathroom in Lucy's cabana to change."

"Alright."

Chelia went into the bathroom and closed the door.

"I'm so excited." Sherry said shivering "I hope this works."

"Yeah." I mumbled.

I'd never forcibly tried to change anyone so I was more curious to see if it would work. I felt kinda bad, what if Chelia didn't want this…then again I wasn't sure anyone wanted to change but they grew into the changes quickly.

There was a crashing noise in the bathroom and Sherry and I ran over to check.

"HAA!" we opened the door to find the bikini clad Chelia grabbing the sink as her hair and body were growing longer.

_It worked._

"Sherry something's wrong." Chelia said "I feel weird!"

"Just let it happen." Sherry told her "It'll pass soon."

"OHH!" Chelia moaned and dropped to the floor as her face became more mature and her breasts started growing.

"They're growing!" In my opinion Sherry was a little too into watching her cousin change.

Chelia's bikini was stretched tight across her expanding chest. They were getting big, at least as large as Wendy or I was. Her ass was also growing gaining flesh and a little bit of jiggle.

"AHHH!"

***SNAP!***

The strings of Chelia's bikini ripped and her large tits spilled out.

"OHH! My body!"

Chelia was panting on the floor and it appeared to be over.

"MMMM!" she sat up and groaned as her nipples were sucked in by her puffy areoles.

_Inverted nipples! That's kinda hot!_

After that Chelia stopped changing and stood up. She was about as tall as Sherry, in other words taller than me. Her hair had broken free of its pigtails and was down to her mid back. She had a nice bubble butt and tiny waist. Her breasts were about the same size as mine and they were capped with little areolas that had sucked in her nipples. The tips of her nips were just peeking out.

"What happened to me?! Where are my nipples?"

Sherry walked up behind her and started squeezing the girl chest.

"Sherry! Stop!" Chelia moaned as her cousin teased her chest.

"Lucy there's a new plaything ready for you." Sherry cooed.

I couldn't deny Chelia was sexy. I wanted to drag her to the bed and fuck the shit out of her. I took Chelia's hand and pulled her to the bed.

"Why don't a show you something." I said taking my bottoms off "Shouldn't you thank me for giving you that body?"

"What the…"

"When this happened to Wendy she was much more outgoing." I said teasing her areolas.

"Wendy?"

"She's got a form like this two? Might even be out in the park right now."

I pushed my finger just passed her tit flesh and into the nipple to tease her tips. I looked over and saw Sherry was on the couch with a hand down her pants and another up her shirt.

"I have so much to tell you Chelia. Don't you want to see what it's like to be an adult." I said kissing her neck.

"Ha…Lucy…show me…"

"Gladly." I said laying her down and kissing her lips.

Her lips were soft and she kissed back. As we kissed I saw her nipple emerge from their cave and stand at attention. I leaned down and sucked on them.

"Oh!"

I licked and played with Chelia's big nipples. I ran my hand through her hair and squeezed her large ass. Chelia moaned again and I could hear Sherry fingering herself. I was getting rock hard and I took Chelia hand and wrapped it around my shaft.

"Jerk it." I told her "Stroke my fat cock."

Chelia was old enough to know about all the things associated with sex. She wasted no time rubbing my cock quickly while I played with her large chest. I moved a finger down and stared rubbing her clit between my fingers.

"Ah Lucy that feels so good." She moaned as I pushed a finger inside her.

I took control and got on top of Chelia. Out chests slammed together as we kissed and I kept fingering her. I felt myself come upon a wall and I tore through her virginity. Chelia bit down on my lip as I held her close.

After her pain passed she pulled her legs up towards her chest and I got set between her legs. I laid on top of her legs and entered her tight walls.

"AH!" she moaned "So good!"

I groaned at Chelia's tightness and started rocking back and forth fucking her. Sherry was still off to the side enjoying the show.

"Lucy this feels amazing." Chelia said digging her nails into my back and I plowed her "Thank you!"

"You're doing great Chelia." I said leaning in a kissing her "The others will love you."

"Harder Lucy." Chelia said "I want more!"

I fulfilled her request and started fucking her rapidly. Moans filled the cabana as I tore into Chelia while Sherry fingered herself.

"Lucy I think I'm gonna…"

"Me to Chelia just a little more."

I gave the fresh pussy a few more thrusts before I felt my release coming.

"OH LUCY!" Chelia moaned as her walls clamped down in sweet release.

"CHELIA!" I pulled out and came all over the pink haired girls large breasts.

We laid on the bed, did the usual check to make sure Chelia could switch back and forth.

"I actually wanted to swim. How can I go back out? The bikini for my younger body is torn apart and I don't have one that will fit the adult body."

"Hang on a sec." I said running out of the cabana.

* * *

><p>I found the girls I was looking for in a small pool, Wendy and Carla were in there normal bodies in a small hot tub.<p>

"Wendy do you have the bikini for your adult body on you." I asked.

"Of course we have the ones for our other bodies. I wasn't sure if you'd let us out tonight so I brought them just in case."

"Do you think I could borrow one?" I said.

"I think you look fine in that one." Carla commented.

"It's for someone else."

Wendy smirked "I'll let you use it but you have to let us change into our other forms."

_When did she become so clever?_

"Okay." I mumbled "But please be careful."

"Alright!" Wendy cheered.

"Woot." Carla deadpanned.

Carla liked her human body but was also fine with her cat form. Wendy on the other hand took any opportunity she could to use the adult body.

The two grabbed their bags and followed me back to the cabana.

"Chelia?" Wendy said confused as to why her friend was here "Lucy is this who needs one of my outfits?"

"Yes."

"I see." Wendy said "Get big I wanna see."

"Wendy? Why are you here?"

Wendy sighed and grew up before Chelia's eyes "I'm the one who might have clothes that fit you."

"You to?"

Carla groaned and became her cat girl self.

"What heck!"

"Let's go." Wendy said throwing Chelia a bikini "Get changed.

Chelia harnessed her magic and shifted into an adult.

"Sexy." Wendy said looking the girl over "We look smoking hot."

"You're very pretty." Chelia said tying her top.

Wendy was in her green and blue bikini; Carla was wearing a white tube top and a white skirt like bottom with a hole for her tail. Chelia had been squeezed into a red strapless top and bottoms.

"You three look great." Sherry smiled.

"You're free to wander the park, just be careful and don't spill the beans." I warned.

Wendy grabbed the hands of her friends and pulled them out to the park.

"Another satisfied customer." I mumbled following them out of the cabana.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated Feel free to message me any questions or concerns.**

**Suggest who you want to see in a future chapter or side story.**

**Next Chapter Hint- Ride the Love Slide with me Lucy-Sama!**

**Till Next Time!**


	40. Chapter 34: Love- Bisca, Juvia

_Italics indicate thinking_

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><p><strong>Lucy's POV<strong>

After tucking myself in to my bikini bottoms I went back out into the park. Everyone seemed to be having a good time. Sorano and Yukino were having drinks together, Laki and Kinana were hanging around. I saw that Carla only had her feet in the water.

_I wonder if she's afraid of water._

Wendy and Chelia weren't far from her and random men were hitting on them and Cana wasn't far off hanging out with Quatro Cerberus.

_They're mine._

Mira and Lisanna were talking with Jenny and Risley. Erza was tanning.

_I haven't seen Juvia all day; I wonder what she's up to?_

I sat down on the ledge of one of the smaller pools and put my legs in. The water was nice and relaxing.

"Lucy…"

I looked back to see Flare was there.

"Hey." I smiled "Come sit."

Flare took a seat next to me and put her feet in the water.

"Did you take care of that stuff?" I asked.

"Yeah…I'm all set…"

"Great. We'll get you in the guild soon." I gave Flare a smile and was happy to see a small grin on her face.

_Every time she smiles I feel even happier._

Flare scooted a little closer and our fingers brushed up against each other's. There was something special about Flare, she was someone I wasn't afraid to show affection with in public. I moved closer and put my hand on top of hers.

"Lucy…"

I smiled and she smiled back, then we both giggled.

_I feel so goofy with Flare._

The two of us sat there talking and holding hands. I love all my girls but Flare…is just different…I can't put it into words.

"Hey Lucy."

I heard Bisca call me and Flare suddenly pulled her hand away from mine.

_It feels so cold now…_

"Can you come here a second."

"I'll be right back." I told Flare.

I went over to talk with Bisca.

"Hey what's up?"

"What are you doing?" she said with a small amount of venom in her voice.

"Huh?"

"Hanging out with that Raven Girl. Don't you remember she tried to kill our daughter?"

Bisca was starting to get loud and upset.

"I'm looking past that." I told her "I've forgiven Flare. She's already had it hard enough."

"I can't believe this." Bisca mumbled "What part of she tried to kill Asuka don't you understand. I don't want that bitch anywhere near you or our family."

"Bisca stop it." I told her "You're being rude. Flare is a nice girl…I…"

"You what?"

"It's nothing…"

"No it is something Lucy!" Bisca yelled "I need to know if you think you love the woman who tried to kill Asuka."

"Fine I think I do…Asuka would understand" I mumbled "This isn't about Asuka is it Bisca?"

"What are you talking about?" Bisca said getting defensive.

"You've never been upset about me spending time with other girls before so why now?"

"I'm just…looking out for my daughter…"

"Don't lie to me." I said pleading with her "What's wrong?"

Bisca balled her hands into fists "I feel so…unwanted."

"What?" I said in a concerned voice having Bisca take a seat "Why?"

"Because…it just seems like all your time goes to other girls and not me. I at least had the fact that I was the only one you fathered a child with going for me but now I've lost that to."

"Oh Bisca." I said putting an arm around her shoulder "I'm sorry. I just thought that you were okay with it."

"Okay with what?"

"Managing twenty some girls who all have feelings for you can get difficult, there just aren't enough hours in the day. Every one of you is important to me and sure sometimes I do give a little special treatment to one person, but that's because they need it."

Bisca remained quiet.

"Right now there are girls that just need me for a little longer. Aquarius is having my baby she needs me to be around a little more often. Flare and Yukino have had a rough few days so they need me to show them some extra love. But when I do that someone else loses some of the love I can show them. You're the most mature Bisca, the one with a kid. I just thought you were okay with me using some of my love for you to help them when they needed it. I didn't think you'd feel left out."

"So I'm just inferior."

"No!" I said "You're so selfless to be willing to give up time with me so I can spend it with someone who needs it. I love you so much Bisca you know that. I'm sorry if I haven't made that clear recently. From now I'll work harder to make sure I can show everyone the love they need without having to take some away from another girl."

"Lucy…"

"I'm sorry Bisca." I said hugging her "I love you."

"Love you to." She whispered in my ear.

"All better?" I asked when we broke our embrace

"A little."

"Where's Asuka?" I asked.

"With Virgo." She explained "The two seem to get along okay."

"Well if she's babysitting." I smirked "You wanna?"

Bisca smiled "You do owe me for missed time."

"Let's hurry, seeing you in that bikini has be about to rip though my suit."

I grabbed Bisca's hand and we headed to the cabana. We pushed through the door engaged in a powerful lip lock.

"Oh Lucy~" Bisca moaned as I sucked on her neck and groped her large boobs.

"You're so sexy Bisca." I said taking my bikini bottoms off "I say it all the time but you're such a MILF."

Bisca laughed and flipped me over "I don't like that language, you make me feel old."

"Bisca?"

***Slap!**

"OW!"

"I think you need to be punished young lady." Bisca whispered in my ear "You're a bad girl."

Bisca spanked me again and started saying how I needed to be punished for being naughty.

"Bisca stop."

"BAD GIRL! You don't talk back to Mother!"

My ass was raw when she stopped. There was a lingering stinging sensation.

"I bet you're hungry." Bisca said shoving my head into her breasts "Suck."

I put my mouth around Bisca's nipple and started sucking. Nothing came out but she pushed my head into her breast and acted like she was feeding a baby.

_This is getting really weird…I'm kinda turned on…_

While Bisca made me suck her tits I fingered myself. I had a raging hard on as well.

"Bisca I need you." I mumbled rubbing my dick.

"Oh Lucy." Bisca took my cock into her mouth and started sucking.

"Oh Yeah~"

I groaned and moaned as Bisca sucked my cock and made sexy faces.

"Hmmmm." Bisca moaned around my cock and I knew my climax was close.

"Bisca…I'm gonna…"

"Cover my face Lucy." She said stroking me "Cover me in your hot jizz."

Bisca gave me a few more strokes and I felt my climax coming.

"OHH BISCA!" I shot ropes of cum out and covered Bisca's face and chest.

"So warm~" Bisca cooed.

The two of us laid there panting.

"Thank you Lucy." Bisca said "I'm sorry I got upset."

"No problem." I said getting dressed again "Anytime."

* * *

><p>I headed back out to the park and found Flare braiding her hair.<p>

"Guess who?" I said covering her eyes.

"You're back." She smiled "Is everything alright?"

"Yeah Bisca was just going through some stuff."

"It was me wasn't it?" Flare said "That girl from the first day, that was her mother, wasn't it?"

"Yes…I'm also her mother."

"Oh god." Flare said putting her head in her hands "You must think I'm terrible."

"No." I said hugging her "It's okay I forgive you. Don't get upset."

"Why." Flare sniffed "Why are you so nice to me? I threatened your daughter and no one in your guild likes me. So why do you treat me so differently?"

"Cause I love you silly." I smiled.

"Lucy-Sama Loves Flare?"

We looked down and you could see Juvia's face in the water

"Juvia is getting left behind. She must step up her efforts to please Lucy-Sama!" Juvia burst from the water and grabbed my wrist "Come ride the Love-Love Slide with Juvia!"

"Lucy?!" Flare yelled after me.

"I'm fine! Go to the food court I'll catch up later! We have to get you in the guild remember!"

Juvia pulled me up a flight of stairs.

"Juvia slow down you're going to hurt someone, probably me."

"Juvia is sorry."

"What are you panicking for?" I said "Is this cause I told Flare I loved her."

Juvia nodded.

"What is with you girls? You know I love all of you, I didn't think I had to say it all the time."

"You love us?"

"Why else would I have sex with you guys all the time? If I didn't love you even a little after the things we've done I'd be pretty rude."

Juvia hugged me "Juvia loves Lucy-Sama to!'

I patted her on the head "Don't think this means you get off easy with your duties my pet. I think I've been being a little too nice to you lately"

"Juvia is very sorry." She bowed "Juvia will do whatever Lucy-Sama asks."

I laughed "Good. Now what was this about a slide?"

"The Love-Love Slide. The girl sits in the man's lap and they ride down together. Juvia wanted to take Lucy-Sama."

"Well then let's go." I said "The Park won't be open much longer."

"Yay!" Juvia clapped and we headed towards the slide.

I watched Juvia's butt wobble around as we walked. We headed up the stairs and I could see up the skirt of her suit and her ass was tightly wrapped in the material, you could see every contour. We were ready to ride when we got to the top but instead of getting on nice and easy we were thrown on by an arguing Lyon and Gray.

Before Juvia and I fell down the rapid I heard the two screaming at each other.

"It's not my fault you're an insensitive jerk. Maybe she wanted a true gentleman!" Lyon yelled.

"You just met her today!" Gray yelled back.

_Who are they talking about?_

"Where did she even go?!" Gray yelled.

"She probably wanted to get away from your stupid face!"

It was at that point Juvia and I were pushed into the slide and started heading down. Juvia put her arms around my neck as we slid.

"Is Lucy-Sama having fun?" Juvia asked as we flew down the slide.

Her ass was grinding into my crotch as we rode down.

"Juvia move your bottoms over." I whispered.

"Lucy-Sama?"

"Hurry if we don't start quickly we won't be done by the time we reach the bottom."

Juvia adjusted in my lap and I freed my penis. Juvia guided in into her and start bouncing.

"Oh Juvia that's it." I moaned "Harder hurry!"

"Lucy-Sama~!" Juvia moaned "Juvia feels so good!"

We moved faster and faster as we fucked on the slide. We were about to hit the last few turns when I felt the rush coming.

"Juvia here it comes.

"Juvia is close to! We're almost to the bottom please hurry."

I grabbed Juvia's ass and gave her a few hard thrusts before I felt her walls tighten.

"LUCY~SAMA~!"

"JUVIA!"

I filled her with my hot seed and quickly got everything tucked in before we hit the splash zone at the bottom. After that Juvia and I went to the food court and met with most of the other girls. Flare was there being interrogated by Erza.

"Leave her alone." I told them "Flare will be staying with me from now on. We just have to get her a guild mark. You can take care of it right Mira?"

"I'll talk to Master right away."

* * *

><p>The night was coming to an end and it was time to finally go home.<p>

"Tonight was fun." Erza said "We all had a good time and nothing got destroyed as a result."

"Don't jinx it." Lisanna joked.

Then there was a huge fiery explosion on the other side of park.

"See…"

"Will you two just leave me alone?!"

Natasha stormed past.

_What he doing here like that?!_

"MEN! UGH!" she screamed stomping her feet "All they want is sex! They're all jerks!"

"What just happened?" Angel said.

"I have no idea…"

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see next time.**

**Next Chapter Hint- Side story next time- Special treat, since there a lot of side story ideas (Some from you readers and some from me) that are really good but just not long enough to be a whole chapter, next time will be a few shorts complied into one chapter. It's six stories in one.**

**Story 1- When you're the only two girls around for seven years you kinda have to get close.**

**Story 2- Wendy has to take her friend shopping for human clothes.**

**Story 3- Erza gets her own pet kitty.**

**Story 4- Distant friends reunited in after time apart.**

**Story 5- Being pregnant is hard.**

**Story 6- Lucy hosts a special contest where she's the judge.**

**Till Next Time!**


	41. SS7: Montage

_Italics indicate thinking. _

_**This Chapter contains a compilation of side stories, 6 to be exact**_

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><p><em><strong>Story 1- Laki and Kinana's First Time<strong>_

**Kinana's POV- Sometime during the Time skip.**

Laki and I were hanging out. Aside from Bisca we're the only girls in the guild so we hang out a lot. We've both changed over the last few years, I still have no memoires but I have grown into my body. I can actually fill out a dress properly.

It seems like the two of us have been getting very close these last few weeks. We were sitting back at the dorm watching a movie. Things on screen were starting to get a little heated, so much so that I was getting a little heated.

I was uncomfortably squirming around on my bed as Laki intently watched the two women on screen kiss and fondle each other.

"You ever think about that?" she said taking a seat next to me.

"Think about what?"

"Kissing a girl."

"No I hadn't." I told her.

Laki got uncomfortably close "Wanna try, I'd like to see what it's like?"

"I….I guess we can try."

We both started moving closer and closed our eyes. Before long our lips were touching and we slowly kissed.

After a couple seconds we broke apart.

"It was nice." Laki said.

"Yeah…."

"You wanna…keep going?" she mumbled.

"I guess we can try…"

Laki started kissing me again and she went to unbutton my pajama top. It wasn't long before she was groping my large chest.

"OH!" I moaned when she suddenly bit on my nipple "Laki~"

Laki was sucking on my breasts and kissing my neck while I ran my hands through her hair. I pulled her oversized t-shirt over her head and started playing with her breasts as well.

We were both naked and kissing on the bed. Laki got down and spread her legs and rubbed her vagina over mine.

"OH!"

"AH!"

We both moaned as our pussies grinded up against each other. Our fingers were playing with our clits at the same time.

"HAA!" with both screamed out in orgasm and Laki ran into the next room.

"Here!" she threw me a dildo "These used to be Levy's."

I shoved the toy into my pussy and started thrusting.

"AH! So good!"

Laki was next to me using a large dildo on herself. We were kissing as we fucked ourselves.

"I'm hitting my wall." Laki said.

"Me to." I told her.

We grabbed each other's dildos "On three."

"AAHHH!" we pushed them into each other and tore through our virgin walls.

We played with the dildos in each other's pussies and soon we were both about to cum.

"Oh Laki!"

"Kinana!"

"HAAAA!" we both climaxed at the same time and lay down to catch our breath.

"Maybe we should do this more often." Laki said.

"Yeah…good idea…"

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><p><em><strong>Story 2- Wendy and Carla's Shopping Spree<strong>_

**Wendy's POV- The night of day two.**

Lucy had Yukino in the bathroom with her. I knew what they were doing so I decided tonight would be a good time to go get Carla some clothes.

"Do we have to go?" she whined.

"Just put on this sweatshirt and sweatpants and let's go. You need clothes for your human body, unless you wanna be naked all the time."

"Okay!" she said grabbing the clothes "One problem, my tail won't fit…"

"Just tuck it in or something." I said growing into my adult body.

Carla looked adorable in her catgirl form. Her little ears twitched every once in a while.

"This is so embarrassing." She said as we walked through town "I feel like I'm bouncing constantly."

"That's why we need to go shopping." I told her "You need a bra; mine are just too big for you."

The first place we went was the lingerie store and we got Carla some bras. Lucy was right she was an E-cup like Erza.

"Oh that's much better! No more bouncing. I never realized that they were that big." Carla said stretching "Shame we have to cut holes in everything for my tail."

"Yeah terrible." I said as we went to the next store.

This time Carla got a swimsuit and other various clothes to try on. I watched her get unchanged and it was so good. She looked so sexy, large breasts, big ass, and tiny waist. Carla was so sexy I was happy that she had this form; I just wish she liked it as much as I like mine.

I watched as she bent over to get out of a pair of jeans she had tried on. I walked up behind her and grabbed her shoulders.

"Carla~" I cooed.

"Wendy?"

I slipped a hand in her panties "You look so good."

I could hear Carla purring as I played with her folds.

"We're gonna have so much fun with your new body."

I pinned Carla up against the wall and started kissing her.

"Oh Wendy!"

"We're in public quiet down." I told her.

I fingered Carla in the changing room. She moaned and hissed when I touched her more sensitive parts. Her ears twitch and her tail wagged as she moaned.

"Wendy I think I'm gonna…"

"Do it."

"HMMM!" she came all over my fingers and slumped down.

I licked my fingers clean "We still have a lot of shopping to do."

"Yeah…" Carla panted "Shopping…"

* * *

><p><em><strong>Story 3- Erza and her Kitty<strong>_

**Erza's POV- Night of Day Two.**

For the first time in years I was seeing Millianna. She had changed so much. She had made friends and joined a guild. The most obvious changes were physical. She was wearing very revealing cloths and her breasts had grown huge, almost as large as mine. Now that I thought about it though Millianna was now older than me so I shouldn't have been surprised.

"So Erza~" Millianna said "Do you have a boyfriend?"

"Not really." I told her.

"What'd ya mean not really?"

"It's complicated."

_I can't just tell her about Lucy._

"What about you?" I asked.

"Single at the moment but always out looking for the next girl."

"Huh?

"Erza I'm in an all-female guild, it should be obvious winch way I swing."

"I guess…you just never struck me as…you know…a lesbian."

"When you whisper it like that you make it sound like I'm doing something illegal." Millianna joked.

"Sorry." I said "I'd love you however you were."

"I'm touched." She smiled.

The two of us looked each other in the eye.

"Erza my inn isn't too far from here…No one else is around…"

"Let's go."

The two of us speed walked back to the Mermaid Heel inn and when we got inside we started kissing. We fell back on a bed and I start grabbing at Millianna's large chest. The cat girl had her hand up my sweater and was squeezing my big breasts too.

"I missed you Erza." She said kissing my neck.

"I missed you to." I said pulling her top off and making her breast wobble around.

She pulled my sweater over my head and took my bra off. We went back to kissing and our breasts mashed together during our lip lock.

"Ah!" Millianna moaned when I rubbed my leg against her inner thigh.

She stuck a finger up my skirt "Oh!"

The two of us kissed and caressed more before our panties were off and we were fingering each other.

"Right there Erza harder!"

Millianna moved her hands expertly and I was in sheer bliss.

"Oh Milli you're so good!"

The two of us fingered each other on the bed and it wasn't long till we were both about to cum.

"Erza I'm so close."

"Me to….just a little more…"

"HAAA!"

We both came at the same time, covering Millianna's bed in juices.

"After the games." I said laying down next to her "I want to introduce you to someone."

* * *

><p><em><strong>Story 4- Long Time No See<strong>_

**Sorano's POV- Spirit World Party**

I was in the spirit world talking to Gemini.

"It's good to see you two again." I smiled when they hugged me "I've missed you."

I felt someone tap me on the shoulder.

"Aries…"

"Miss Angel."

I looked at the fluffy ram. She looked like she always had. I had seen Aries and Virgo drag Lucy off earlier but now the ram was back.

"Would you like to go talk?" she asked.

"Yeah that sounds like fun."

We walked around the spirit world and got caught up. Aries was still so cute and shy.

"You look nice Miss." Aries said "I like your hair.

"You to." I complimented.

Aries and I looked out at the horizon and got closer to each other.

"Angel…"

"Aries…" the two of us started kissing for the first time in years and I pulled Aries close to my body.

"Let's go back to my room." Aries said.

We went and lay out on the bed kissing each other.

"You're lips are still so soft." I told her.

"Your body looks so much sexier." She said sliding my dress off.

Aries reached into a draw and pulled out a two sided dildo.

"That…"

"You gave this to me." She said "It's from our first night together."

She moved the toy down and we both pushed it into us.

"Oh!" I moaned "It's still so good."

Aries and I bucked our hips together and shared in pleasure for the first time in almost a decade.

"Miss Angel…I'm gonna…"

"Me to Aries just a little more." I told her moving faster.

We both slammed our hips into each other and before long we were both about to cum.

"Oh…oh…oh…OHHHH!"  
>"ARIES!"<p>

"ANGEL!"

We both laid on the bed holding each other.

"It was good to see you again Miss Angel."

"You to." I said kissing her.

The door burst open and Michelle ran in.

"What the heck!" I said covering myself.

"Get dressed we have to leave. Big Sister said it was urgent."

Aries grabbed my hand.

"Come by again."

"You come by to." I smiled.

* * *

><p><em><strong>Story 5- Motherly Bonding.<strong>_

_**There is no lemon in this one just a little humor.**_

**Bisca's POV- First Night of the GMG**

Since I was the only other person in the guild to ever be pregnant Lucy decided that Aquarius was going to be my roommate during the games. The means I have to deal with all her mood swings.

"Why does the brat hate me!" she cried "I mean why can't I stay with her?! Why do I have to live with you?!"

_Wow thanks…_

Aquarius then got up and ran to the bathroom the throw up. I held her hair as she vomited.

"Why does my body hate me?!" she whined "Why did that damn brat do this to me?!"

I ran my hand through her hair "There, There…"

I sat on the bed and she laid her head in my lap.

_She's creepy when she's sad._

"Hey Aquarius?" I said.

"WHAT?!" she yelled.

_Now she's angry._

"Thank you for saving Asuka today."

"Oh that…it was nothing."

"I'm glad you were around." I told her as I hugged a pillow.

"What's it like?" Aquarius asked "Being a mom?"

"It's the greatest thing to ever happen to me." I told her.

"What if I can't do it? What if I'm a bad mom…?"

"You won't" I told her "You'll be great I just know it. You practically raised Lucy didn't you? You can do it again no problem."

"Thanks."

"I mean you once you have a kid you'll do anything to protect them." I squeezed the pillow harder "You'll rip off the head of any GOD DAMN SKANK THAT TIRES TO HURT HER!"

"Uhh…"

"And then you take her head and put in on a spike outside your house so everyone else knows not the MESS WITH YOUR FAMILY! RAAAHHH!"

I ripped the pillow in two and feathers got dumped all over the room.

"Oh my…I guess I got a little emotional…"

"I think you need some therapy." Aquarius said.

"You'll understand soon…" I said sweeping up.

* * *

><p><em><strong>Story 6- Lucy's Bikini Contest!<strong>_

_**There is no lemon in this short as well**_

**Lucy's POV- Shortly before leaving the Waterpark- Pre Natasha storming off.**

We were sitting around having drinks before we were going to leave the park.

"I have an idea." Lisanna said "Let's have a little show to show off our outfits, Lucy can be the judge."

"I will?"

The others all seemed really into it.

"Hold it." Erza said "You two can't compete."

"Why us?" Mira and Jenny asked.

"No professionals." Levy said.

"You two can help me judge." I said "That way we have three judges."

"What does the winner get?" Yukino asked "There needs to be a prize."

"The winner gets a day with Lucy-Sama. Just her and Lucy." Juvia said quickly.

It was decided we had a prize and the girls set up a curtain and stage and went behind it. They were going to draw straws and go in a random order. Mira, Jenny and I got set up at a table.

"We each give a score out of ten. Most points wins." I said

"Simple enough." Mira said getting number cards ready to vote.

"Alright we're all set to start." Lisanna said "I'm Lisanna Strauss and I'll be your host."

"I thought this contest was her idea." Jenny said.

"So did I."

"First up everyone's favorite script mage Levy McGarden!"

Levy stepped out in a striped two piece. Her breasts bounced as she walked and turned around showing us her perky butt.

"Give me lots of points." She said pushing her chest up.

We held our cards up and each gave her a seven.

"21 points for Levy." Lisanna said "A strong start. Next up she's given up her armor for a bikini it's Erza!"

Erza stepped out in a yellow bikini. She bounced around as and stopped and turned.

We each gave her an eight.

"24 for Erza, Now it's Bisca's turn…

"Before we introduce the last girl let's do one last check of the standings." Lisanna said.

10- Wendy with 20 points

"I even used my adult form…"

9-Levy with 21

"You gave them more points because they have bigger boobs!"

"Levy you're not that small.

8-Carla with 21 as well.

"That tail really gives her extra appeal" Mira said.

7-Yukino with 22.

6-Erza, who has 24 points.

"I'm so incompetent that I can't even win a swimsuit contest.

5-Michelle with 25.

"She looks darling in that strapless pink top." Jenny commented.

"I've failed you Big Sister…"

4-Chelia who also has 25.

"No fair!" Wendy yelled "It's because she barely fits in that thing!"

"Don't be jealous Wendy." Chelia said "You should try and act like an adult."

"At least I have normal nipples." Wendy mumbled.

3-Juvia with 26 points.

"Even Juvia's butt in a tight suit couldn't win her a day with Lucy-Sama…"

2- Sorano with 26 as well.

"So close…"

And in First place Flare with 28!

"The day with Blondie, is mine…" Flare said smirking.

"We have one last entrant." Lisanna said "Our youngest competitor by far. Give it up for our final entrant Asuka Heartfilia!"

Asuka trotted out in her little swim suit. She looked so adorable.

"Judges?" Lisanna said.

We each held up our cards.

"Oh look at that a perfect thirty! That makes Asuka the winner!"

"Yay!" Asuka said "A day with just me and Mommy!"

"No fair she's related to one of the judges!" Bisca complained.

"You'll all just have to try harder next time." I laughed picking my daughter up "Asuka won a mother daughter day just for us. It's getting late we should probably get home."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Next Chapter Hint- It's the 4****th**** day which means Lucy has to compete again…This might get messy…**

* * *

><p><strong>Normally I don't address reviews in my notes I normally message you personally but since this was left by a guest I'll do it here. <strong>

**Natsu is not stuck as a girl (His time at the waterpark will be chronicled in the next side story sometime next week). You have to remember that since gaining the ability to transform into Natasha, Natsu has been having a bit of a Gender Identity crisis (More to be discussed in the next side story). Natsu/Natasha's sup-plot is one of the major threads of this story. He's going through some stuff and doesn't quite know how to feel. He still spends much of his time off screen as Natsu but most of the on screen time is spent as Natasha. **

**What you need to understand is that while he is used to being a man spending time as a girl is exciting for him. He doesn't quite understand how he feels and who he truly wants to be. His/Her feelings for Gray are a major part of this.**

**This will be further expanded upon in Side Story 7 (Coming sometime next week to a Fanfic near you.)**

* * *

><p><strong>Well now that we got that out of the way…<strong>

**Till Next Time!**


	42. Chapter 35: Naval Battle

_Italics indicate thinking._

* * *

><p><strong>Lucy's POV<strong>

After last night at the waterpark I was thoroughly exhausted. When I caught up to Natasha she had changed back into Natsu and said nothing was wrong. After begging on my knees for about an hour I had convinced Master to let Flare into Fairy Tail, but she was under strict supervision for a while.

I was getting dressed to head out to the stadium for day four. Everyone else had gone on ahead it was just me who had overslept. I was just about to finish tightening my belt when the door opened.

"Princess?"

"Oh hey Virgo, something wrong?"

"No we are on our way to the stadium I was just checking in on you."

"Okay." I said putting my keys on my belt.

Virgo grabbed my hand.

"Is everything okay?"

She leaned in and kissed me. She forced me back on the bed and started taking my clothes off.

"Virgo I really need to go."

"This will only take a brief moment."

Virgo popped my dick out and started licking it.

"Virgo I'll be in a lot of trouble if I'm late."

"Please Princess." Virgo said stopping "Just let me do this."

There was something in her eyes, something that told me to let her do it.

"Okay." I said "But just a blowjob."

Virgo swallowed my penis and started bobbing her head up and down.

"So good~" I moaned "Great as always."

Virgo made slurping noises and tickled my balls with her tongue. I let Virgo go to town on my cock and it wasn't long till I was about to cum.

"Virgo I'm close."

"Cum for me princess."

I felt my balls quiver and start pumping Virgo's mouth full of cum. Virgo managed to swallow it all.

"Thank you princess, it tastes so good."

I got dressed and ready to leave, Virgo was oddly quite.

"Virgo are you sure everything is alright?"

"Princess will you be competing today?"

"I don't know maybe." I said "Depends why?"

"If you do, be careful…I have a bad feeling."

"I'll be okay. Hey Virgo I had a question. What should I do if I needed to summon Aquarius?"

"She will not come." Virgo said "She cannot be summoned while pregnant. But the urn which contains her magic can come to your aid."

"Good to know." I said heading out the door "I'll see you later Virgo."

* * *

><p>Today's event was the Naval Battle. It was a water bubble survival match. Last one inside was the winner. I had asked to participate for my team. I wanted to try and make up for the first day's defeat. I looked at some of the other contestants. One was a man and the rest were woman, and out of the woman competing the only one I hadn't had sex with was the woman from Sabertooth, Minerva.<p>

She was an attractive woman, dark black hair and a curvy figure. She had a look on her face that made a shiver run up my spine.

_I want her, and I'm terrified of her. _

While I waited for the gong to ring signifying the start I ogled the girls in their bikinis. Juvia's ass looked great in the water, Chelia looked cute in her tiny bikini, Jenny's body was banging as always, Risley was unfortunately not thin, and I looked good as well.

***DONG!***

As soon as I heard the bell ring I pulled out a key.

"Sorry girls." I said **"Gate of the Water Bearer Aquarius!"**

When I turned the key Aquarius' urn appeared in front of me. I grabbed it and stirred up the bubble. Juvia used her powers to fight me.

_Yes fight back my pet, show me what you can do!_

Juvia's water clashed with mine and created a pulse that almost knocked everyone out. After a short time the urn went back to the spirit world and I was left defenseless against Juvia's water control. She used some attack that was named after me. I was so embarrassed that I almost forgot to stay in the water.

"**Virgo! Aries!"**

The Ram and The Maid appeared and caught me before I fell out Juvia attack had pushed everyone but mem, her and Minerva out of the dome. I blinked and suddenly Juvia was outside the water and on the ground.

_What happened?_

It was down to just me and Minerva. If I didn't last five minutes my team would get no points.

"I could throw you out of the water in a second with my magic." Minerva said "But that would be no fun."

A bubble appeared next to me and it suddenly exploded in heat and burned me.

"AH!"

I got my bearings and reached back for a key but they were gone.

"My keys?!"

Somehow that bitch had gotten them.

"How dare you touch them!" I yelled.

Minerva flicked her wrist and knocked me around in the water. I managed to flap my arms and stay in the water. The next few minutes consisted of me absorbing all of Minerva's attacks.

"It's about time I send you flying."

"I won't lose." I told her "Everyone else tried so hard. I won't give up on them."

There was one big slam and then a series of explosions. I had no idea what was happening. I floated around in the water, all my senses were scrambled, I thought I heard people calling out to me but I was so confused.

"Any last words?" Minerva said as magic gathered around my body.

I looked up through blurry eyes "When I break you, I'm gonna make it hurt?"

She gave me a confused look.

"I can't wait to make you my bitch."

She said something but I couldn't hear her. I felt a magic explosion, and everything went dark.

* * *

><p>When I came to I was in the infirmary. I saw that there were a lot of people in the room. Both Fairy Tail teams, Michelle, Yukino, Angel, Aquarius and Flare were also there. The room was really quiet.<p>

Ugh…" I groaned and saw that Asuka and Happy were sitting on the bed.

"Lucy?!"

"I'm sorry." I mumbled "I let you all down. I lost again."

"What are you talking about?" Gray said "You came in 2nd and got us 8 points."

"My keys?"

"Right here." Happy said handing them to me.

I held them close and closed my eye. I heard the other say that they needed to combine teams and before long I was asleep again.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see in the future.**

**Next Chapter Hint- Paper Roses**

**I know this Chapter was a little short but Lucy gets pretty banged up so she's in no shape for any Sexual Healing. Tomorrow the chapter will return to the usual length.**

**Till Next Time!**


	43. Chapter 36: Knighthood-Cosmos & Kamika

_Italics indicate thinking._

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><p><strong>Lucy's POV<strong>

I was lying in bed trying to get some rest after my embarrassing loss earlier in the day. I was still very sore and now I can't sleep because there are too many people in the room.

"Can some of you just leave." I said "I'm trying to sleep."

After that the only people left in the room we me, Elfman, Evergreen, Wendy, Carla, and the old lady. It was a lot quieter after that. I sat in bed and waited for Natsu to come and tell me he had won his fight. It didn't take long for him to come down and tell me the result; of course he had been the winner. I got a few more hours of sleep and then I was finally able to get out of bed. When we were at the bar Gajeel came by and said he had something to show Natsu and Wendy. Gray, Yukino and I tagged along to see what it was.

We were led down a deep cave and when we got to the bottom there were a bunch of Dragon Skeletons. Wendy was able to use a spell that let us talk to the soul of one of the dragons. The dragon was kind mean. After he told us about his past and what happened between humans and dragons he disappeared. Then a bunch of soldiers from the kingdom showed up and invited us to the castle. Long story short they had some device to destroy Zeref but they needed a celestial wizard, i.e. me and Yukino.

So all that happened and yadda yadda yadda Yukino and I ended up in a jail cell. Yukino and I sat and talked for a while trying to pass the hours.

"This sucks." I mumbled "But I'm sure the others will be here soon."

"Will they really come?" Yukino said.

"Yeah they will…They won't abandon fellow members so easily. They'd fight everyone if they had to."

"How long till they get here?" Yukino said.

"I'm not sure might be a while."

Yukino laid down on the same bed as me "You think it will be long enough?"

I smirked "maybe…"

Yukino rolled over and started messing with my belt. She took my dick out and licked it a few times to get it hard before wrapping her soft breasts around my hard rod.

"Oh~" I moaned as she started moving her breasts and licking my cock.

Yukino slurped and sucked on my cock with excellent skill. She bobbed her head up and down expertly.

"It feels so good Lucy.' Yukino said sucking.

"Your breasts are so nice Yukino." I said "Your mouth is good to."

Yukino went to town on my cock and soon my crotch was covered in saliva and I was about to cum.

"Yukino I'm gonna…"

"I want to taste it Lucy." Yukino said teasing the tip of my cock.

"Ohh~!" I groaned and started shooting cum into Yukino's mouth.

"Haaaaa." Yukino let out a sigh as she swallowed my cum "tasty."

After that Yukino and I took a nap and waited for the others to come help us.

* * *

><p>When the rescue team did arrive it was pretty small. It was comprised of Natsu, Wendy, Mira, Angel and Michelle. We had been dropped into a pit and a group of knights were dispatched to kill us. We had gotten split up and now I was all by myself.<p>

"We have found one."

"**Paper Blizzard: White Dance."**

I jumped out of the way of a blast of snowy air. There were two women attacking me. One had long black hair and was wearing a dress that opened in the front; the other had messy pink hair and a bug hat on.

"I am Cosmos." The pink haired girl said "And this is Kamika."

They were both very attractive. I could feel the stirring in my loins but I had to stay focused or these two would kill me.

The two wasted no time attacking me. Cosmos used Plant Magic and Kamika had Paper Magic. I summoned Loke to try and fight them but he wasn't even able to get close. I sent Loke back and took out a different key.

"**Paper Blizzard: Red Dance."**

"**Scorpio!" **

Scorpio blasted the fire paper out of the way and tore into the paper woman. I sent Scorpio back and used a different key to finish the two off.

"**Aries! **Do that thing you told me about."

"Of course. **Wool Ecstasy!"**

Aries made a typhoon of fluffy wool that plowed into the two women and subdued them.

"It tickles!" they laughed "It feels so soft!"

"Thanks Aries."

"That should hold them for a while. Have fun!" Aries flicked her wrist and the wool she created formed into a bed.

Aries went home and I walked up to the two women. They were both pretty out of it. I took a seat on the bed and looked at the two women.

"What did you do?" Kamika said "My head is so cloudy."

"I feel so warm." Cosmos moaned.

"I'm gonna make you two feel incredible." I told them.

I pulled Cosmos over and started sliding her coat off. I got her garments off and she was lying on the bed in just her underwear. They were light pink and she looked so sexy. I got Kamika undressed next, and she was wearing black lingerie.

"You two are so sexy." I said taking my own clothes off "I'm gonna enjoy this."

"We will never bow to you."

When they saw what I had the two gasped.

"One of them."

"The chosen few…"

"What was that?" I said folding my clothes.

The two got off the bed and bowed before me.

"We didn't realize you were of the Futanari clan." Cosmos said "Please allow us to please you."

"Use us as you see fit." Kamika said "It is our great honor to please you."

I was pretty confused "Okay…"

I laid back on the bed and the two came up and started kissing me. I took Cosmos' bra off and freed her ample breasts. I played with her big tits while Kamika started to get to work on my dick. She licked it all over before putting it in her mouth.

"Mmmmm." I moaned "That's nice your mouth is so warm."

I kissed Cosmos while Kamika gave me incredible head.

"So large." She said "You must be of high status."

Cosmos move around and sat on my chest. She started playing with her clit and I pulled her forward. I had her stand above me as I licked her.

"You…ah….shouldn't treat me so nice." She moaned "I'm beneath someone like you."

"You are not beneath me." I said "What we're doing right now will bond us forever. We are equal."

"So humble~" she moaned as I licked her sweet folds.

Kamika kept sucking me off while I licked Cosmos. The pink haired girl turned around and started helping her friend. She wrapped her large breasts around my cock and when the top came out the two would lick it.

"Oh Lucy~" Cosmos moaned "I'm so close."

I kept probing my tongue deeper into her warmth and soon she was cumming.

"AHH!" Cosmos came and her juices covered my face.

"I think I'm gonna cum." I warned them.

My balls were tingling and I could feel the jizz getting ready to come out.

"Please cover us in your cum milady." Kamika said.

"Here it…HAAAA!"

I sprayed warm jizz out and covered Kamika's face and Cosmos' chest in my warm seed.

"So warm." They both moaned.

Kamika got up and straddled my waist. I nodded my head and she slowly lowered herself onto my hard rod.

"So large." She moaned.

Kamika stared bouncing up and down and Cosmos laid down next to me and we made out while Kamika rode my rod. Kamika was nice and tight and she made my dick feel incredible.

"Faster!" I begged "Move faster!"

Kamika increased her speed and started slamming her hips into me with a ferocity I had never experienced.

"Oh yeah!" I moaned "That's it."

"So good." She moaned "you're so gifted!"

Cosmos was kissing my neck as I drove into Kamika. Soon I felt my balls tighten up and I was ready to cum.

"I'm gonna cum."

"AHH!" Kamika moaned and her pussy tightened up around my cock.

"FUCK!" I pumped warm cum into her pussy and she slid off my cock.

I moved Cosmos so that her leg was over my shoulder and I started driving into her.

"Oh yes!" she moaned "Harder it' so good!"

I grabbed one of Cosmos' breasts as I fucked her. Kamika crawled up and started kissing her friend. Those two kissed each other and Kamika started rubbing Cosmos folds as my dick slid in and out of her.

"Oh Lucy!" Cosmos moaned "It's so good."

I watched as her and Kamika's tongues flicked around. I played with Cosmos nipple and before long I was about to cum.

"Just a few more and I'm gonna fill you up" I told her.

"Do it!" she said "Fill me with your cum!"

I slapped my balls into Cosmos ass a few more times before I hit my breaking point.

"COSMOS!"

"OH LUCY!" she grabbed my shoulders as I filled her with my cum.

The two of them laid on the bed while I got dressed.

"I need to find my friends which way do I go?"

The two got up and started getting dressed.

"We will lead you." Kamika said "Don't worry my lady you will be reunited with your comrades soon."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns. **

**Suggest who you want to see in the future.**

**Next Chapter Hint- We're gonna have a big ball!**

**Till Next Time!**


	44. Chapter 37: Royal Flush: Hisui

_Italics indicate thinking._

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><p><strong>Lucy's POV<strong>

After Cosmos and Kamika led me back to my friends we were introduced to the princess. Oh and before that we met Future Me…but I'd rather not talk about that...watching yourself…die…isn't easy…

Princess Hisui was an attractive girl. She had long green hair and a nice figure. Something about her was drawing me in.

She had a plan to stop Zeref, but only ended up bringing back a group of dragons from the past. By the time Yukino and I managed to close the portal seven had already slipped though. Laxus showed up to help Wendy deal with a dragon that was attacking the castle, but not before the dragon picked me up and made my clothes disappear.

Once he saw what I really was he threw me away. Natsu managed to catch me…awkwardly. Somehow we managed to come out on top and send the dragons back to their time.

* * *

><p>In celebration of our victory the king threw us a big party. We got to get all dressed up and looked fabulous. I couldn't help but admire all the girls in there beautiful dresses.<p>

I was…snacking…on some of the deserts when Hisui came up to talk to me.

"Lucy."

"Princess." I said scarfing down a slice of cake.

"You are part of the Heartfilia Conglomerate correct?"

"Well I used to be." I told her.

"I was a friend of your father." She said "Even though he helped me so much I only caused you trouble."

"I'm in a wizard guild, I'm used to trouble."

Hisui and I talked for a little longer. Eventually she had to depart to go deal with her royal duties. I went to talk with my guild and soon I realized that a fight was breaking out over Yukino. Kagura was laying claim to her winning Yukino's life. Sting wanted her to return to Sabertooth.

"You're both wrong Yukino is staying in Fairy Tail." I said.

A fight started between the guilds that wanted Yukino. The fight came to a halt when the captain said that the king was gonna make a speech. The king ended up being Natsu and he just made a fool of himself. Eventually the ball turned back into a ball. Yukino assured me that she was staying with Fairy Tail.

"Lucy."

I turned around and saw Kamika and Cosmos behind me. Even they had nice dresses on.

"Hi." I smiled.

"The Princess wishes to speak with you in her quarters." They said "Please follow us."

I let the two of them walk me down a long hall and into a large room. When I got to the end the two told me to go in alone.

"We will see you later."

I opened the door and entered the room. I looked around and saw Hisui writing at her desk.

"Ah Lucy you're here please take a seat." She gestured to the couch.

Hisui took a seat across from me and looked me in the eye.

"You are Futanari are you not?"

_What the?!_

"How'd you know?" I said.

"The Magic Council has records of the Futanari left in the world. Sometimes someone with Futanari blood can pass down the gene. Some of their descendants may also be Futanari; this is evident in your daughter Asuka. The mutated ones like your friend Meredy cannot pass down this trait. Aside from you and your daughter there is only one other natural Futanari left."

She was hitting me with a lot of information at once.

"Who's the other?" I asked.

"Me." She said discarding her robe.

The princess stood naked before me. She looked stunning. She had an excellent body and a penis about the same size as mine.

"Oh My God." I gasped.

"Yes quite the sight is it not." She said fixing sitting back down "I would like to see yours."

I got up and started to undo my dress. She showed me hers it was only fair I show her mine. When the dress fell off I stood naked before the princess.

"Impressive…" she said in thought.

Hisui stood next to me and examined my penis.

"We are the same size…how unfortunate."

"Huh?"

"Lucy how much do you know about your Futanari heritage?"

"Not much." I shrugged.

"Lucy we come from a tribal people. Our ancestors ran on a hierarchy. Those with large penises are those with more power." She explained.

"Okay."

"Most of those groups had one female as the lead. She had control of all the Futanari beneath her and those in each Futanari's harem."

"Uh huh…"

"Lucy you have many interesting woman serving you…"

"If you're talking about my friends they don't serve me."

"I only have two…Cosmos and Kamika…you had sex with them, you have disgraced my name." Hisui said.

"What?"

"Lucy Heartfilia I challenge you to battle!" Hisui said "I must reclaim my honor."

"Huh?"

"Stakes are simple." Hisui said "The two of us shall compete in traditional sexual combat and the winner will become the new Futanari queen. If I win you and all your subordinates will belong to me, but if you win Cosmos, Kamika and I become part of your harem."

I stood up and got serious "You won't take any of them from me."

"Don't worry you'll still be together, you'll all just answer to me."

"You won't touch them!" I yelled tackling her to the bed.

"I won't let you have my knights!"

The two of us wrestled on the bed till I managed to pin Hisui beneath me.

"I got you now." I said holding her arms above her head.

I reached down and started rubbing my dick against her entrance.

"I won't lose." Hisui said flipping us over and trying to penetrate me.

I rolled back over and held her down as I entered her.

"Oh yeah so tight." I moaned thrusting a few times.

I felt Hisui's dick get pressed between our stomachs.

"No I can't lose!" she moaned out.

I didn't let her go and I kept fucking her. Hisui was tight and unable to get away from my dick. I would not lose.

"No…no…NOOO!" Hisui moaned as I drove into her.

"How do I even win this?" I asked.

"The first to cum inside the other wins." She moaned.

"Good cause I'm close." I said kissing her.

I gave Hisui a few more thrusts.

"I WIN!" I started shooting cum inside Hisui.

I got off her and laid down next to the sobbing Hisui. I wiped her tears away.

"Don't worry I'll treat you and those two girls well. You can still do whatever you like with them but now all three of you just have to love me as well."

"Very well." Hisui said "You are the victor."

I had a sudden itch in my crotch. I started scratching and soon I was jacking off.

"Oh that feels nice." I moaned as I jacked off while Hisui laid next to me "It feels better than normal."

My dick felt strange in my hand, it felt thicker.

"What the hell?!" I wondered "Is it growing?!"

"It is showing your dominance." Hisui said "You are the leader of this clan, so you must be larger than the other Futanari present."

I kept jacking off and I could see my dick getting longer and thicker, my balls were also feeling heavier. Soon I was about to cum.

"Oh…oh…OHHH!" I shot out the biggest load ever and covered my stomach in cum.

I looked down at my dick. My balls were pretty big about the size of Kiwis; they could fit in the palm of my hand. My dick had grown about two or three inches as well.

"Oh My God!" I said looking at my now larger junk.

It felt big in my hand. I just hopped that I would be able to fit it in my pants.

"Hmmmm." Hisui licked her lips "That looks nice. Now that I'm your underling please show me your power."

"No." I stopped her "You are not my underling. We are equals. Friends."

I slowly started kissing Hisui and she played with my now larger penis. I got Hisui to straddle my hips and I slowly entered her.

"It's even bigger!" she moaned as she started gyrating.

I grabbed Hisui's hips and held them while she bounced.

"Oh Lucy!" she moaned.

"You feel so tight." I told her "I think I'm gonna cum already."

I felt my balls slap into Hisui's ass as I moved my hips to meet her movements. Her dick was also flopping around.

"Lucy I'm so close." Hisui said.

"Me to just a little more!"

My hips and Hisui's collided a few more times and then I was orgasaming.

"OHHH~!"

"LUCY!"

I felt myself release inside the princess and fill her with cum. Hisui also came and got her cum on me.

"Now me." I told her.

I got on all fours and Hisui got near my ass. I could feel my junk dangling as she got near me.

"Fuck me." I commanded.

Hisui slowly slid inside me and it was great. She was big and willed my hole up.

"Lucy it's so good." She moaned "You have such a nice pussy."

Hisui grabbed my ass and started thrusting into me. I felt myself flopping around as Hisui drilled me. My now larger male parts were starting to get hard and smack into my stomach.

"Harder Hisui harder!"

"Ah Lucy."

Hisui and I moaned as she fucked me.

"Lucy I'm so close!" she warned "I'm gonna cum!"

"Fuck me Hisui! Cum for me!"

"LUCY!"

I felt her cum pour inside me and then I climaxed.

"HISUI!"

I felt my walls tighten and my balls contract as I orgasmed and shot cum on the bed.

The two of us laid down on the bed panting.

"So good." Hisui gasped "That was incredible."

"We're gonna have a lot of fun together." I said.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see next time.**

**Next Chapter Hint- Side Chapter Next Time- We're heading back to the Waterpark.**

**Till Next Time.**


	45. SS8: Natsu or Natasha

_Italics indicate thinking._

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><p><strong>Natasha's POV<strong>

Everyone was going to the waterpark and I was excited. I had planned to go as Natsu but there was this itch to wear that bikini that I had brought the first time Lucy and I went shopping. I looked at myself in the locker room mirror. I was cute but something felt wrong…

I went out to the park. It was a nice place and I enjoyed the brief swim I was able to get in before being interrupted.

"Another chance meeting." Gray said.

"Wah!"

I fell out of my inner tube and fumbled around in the water. Gray grabbed my hand and pulled me to the surface.

"You alright?" he asked holding my waist.

"Ummm yeah I'm fine." I blushed.

Gray and I hadn't seen each other since that night at the spa.

"What are you doing here?"

"I was just…in town to watch you guys compete." I said.

"Oh well I didn't do too well the first day." He shrugged.

"I thought you did your best." I smiled.

"Who is this vision?"

I was suddenly having my hand held by Lyon.

"Uhh hello?"

"Lyon what are you doing?"

Lyon, like Gray, was in a bathing suit. He looked handsome, both of them did.

"Please let go." I said taking my hand back.

The two started arguing about me. I felt so weird having the two sexy strippers having a fight over me. The two of them kept pulling me back and forth.

"Knock it off!" I yelled pushing them away "You're both acting like immature brats. I don't want to spend time with either of you right now."

I left the two there bickering about who had made me walk off. I kept walking around the park. Eventually I stopped for a drink. I was sitting around the park stirring my drink when I was interrupted.

"Natasha." I looked up from my spot at the table to see Virgo.

"Oh hey." I said.

"May I sit?" she asked.

"Yeah sure, what's up?"

"Is something bothering you?" she asked.

"Huh?"

"You've been stirring that drink for the last half hour. Would you like to talk?"

"If you'll listen and promise not to tell anyone sure." I shrugged.

I fixed my top and started talking.

"I feel like I don't know who I am anymore." I said "I'm confused."

"What do you mean?" Virgo asked.

"I feel like…I'm spending more time as Natasha then Natsu. Like…I prefer being a girl."

"I see…"

"I just feel like, I've lost touch with Natsu. Lost touch with my masculine side. I feel like I don't know what it means to be a man anymore. Like Natasha is my preferred body."

"Are you upset with this?" Virgo said acting like a psychologist.

"That's just it…I find it fun when I'm a girl. I like being looked at and dressing myself up. I like being sexy and wearing sexy underwear. I…I like it when Gray flirts with me and when he…does those things to me. I like when Lucy does it to. I like to be the one getting the dick not giving it."

"Then why are you upset?"

"Because I feel like I'm lying to Gray. I don't even know what our relationship is. Are we friends, Friends with Benefits, or something more?"

"Which do you want to be?" Virgo asked.

"One of the last two…sex with Gray is…wow…you know…I like Lucy but Gray is something different. The way his muscles move that was he holds me after. It's just so much more intimate…so much closer"

"Have you told the Princess about this?"

"No…Lucy knows Gray and I had sex but…not the way I feel."

"Maybe you need to talk to Lucy about it. Don't be afraid to be close with her, she will understand." Virgo looked at me "Are you happy?"

"I feel a little better." I told her "Thanks for listening."

"If you ever want to talk just ask. And for the record most of us like both your forms. I think Gray would as well. Maybe it's time you tell him. Your relationship cannot improve if you're always keeping secrets."

"Thanks Virgo." The maid walked off and I headed in a different direction.

My bottoms were all bunched up so I ran my finger around to fix them. I accidentally brushed over my clit and shivered.

"God I need something."

I kept heading around the park and I got hit on by a bunch of guys. I turned them all down but damn were there a lot. All of the Blue Pegasus boys, Lyon again, and Gray was joining them.

"This beauty should come and stay with Blue Pegasus."

"She will be safer from Gray with me."

"She doesn't need to be protected from me. I've already done way more than protect her. Way~ more."

They all got silent.

I looked at Gray and saw that the other men had caught on. I couldn't believe he had just told them that.

"You jerk." I said "You don't just tell people things like that!"

_Now everyone's gonna think I'm a slut or that I'm easy._

"Wow way to make her cry Gray."

"I didn't…don't go! I'm sorry."

I let out a fiery roar "Will you all leave me alone!" I yelled.

I wiped my tears away and got angry. I stormed off a stomped past Lucy and her friends.

"MEN! UGH! All they want is sex! They're all jerks!"

_Does that make me a jerk? Maybe I should just stay as Natasha so I don't act like that._

I went to the locker room and changed. Lucy came by to check on me.

"What's wrong?"

"I don't wanna talk about it." I mumbled "Just let me go."

I changed back into Natsu and stormed off.

"Natsu wait!"

I ignored her and went back to the inn.

* * *

><p>I got back and I wasn't the only person there.<p>

"Master Mavis? I thought you were at the pool?"

"I saw you run off." She said "Sit let's talk."

She and I had a similar conversation to the one Virgo and I had earlier.

"I feel like I've lost touch with what made me a man. I feel like I'm more of a woman."

"If you're gonna doubt yourself." Mavis whispered "Why don't you show me how much of a man you still are?"

She stared pulling at my pants and freed my cock. She leaned down and started sucking.

"OH!" I moaned "That's good."

Mavis bobbed her head up and down and reminded me how good sex felt as a man. Before long I was close to cumming.

"Show me." She cooed "Are you a man or not?"

"AHH!"

I came in the ghost's mouth and she swallowed it. Suddenly Mavis was straddling my hips and impaling herself on my cock.

"OH!" she moaned "It's big you are a man!"

I grabbed her hips and held her as she bounced.

"Master Mavis it's so good." I said "Faster!"

She increased her speed and I felt good for the first time in a while. I loved the way she was making me feel.

"I think I'm gonna cum." I warned.

"Fill me." Mavis said "Be a man and fill me! OHH!"

I felt Mavis tighten up and I hit my breaking point.

"MAVIS!"

I shot cum into the ghost woman and she laid down next to me.

"See all better."

"Yeah." I said "I like both my bodies. I just like to spend time in the other one. I think I'm gonna ask Lucy about telling Gray who Natasha really is. I don't want it going any further until he knows."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see in the future.**

**Next Chapter Hint- Erza gets Lucy a pet.**

**I may take some time off in the coming weeks for Christmas and to recharge my creative jucies. So chapters may be a little light for the next few weeks.**

**Till Next Time!**


	46. Chapter 38: Meow- Millianna

_Italics indicate thinking._

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><p><strong>Lucy's POV<strong>

After my time with Hisui we went back to the party. The next day we had to head back to Magnolia but the Princess and my other acquisitions promised to stop by soon. On the way out of town we passed by Meredy, Ultear and Jellal. Ultear was acting oddly distant like something was bothering her but she said she was fine and that they had to go.

When we got home from the GMG I realized I had way too many people living with me. Good thing we put in the addition. What started out as a house for Bisca and I now housed the two of us, Asuka, Angel, Michelle, Yukino, Aquarius, Virgo and Flare.

Aquarius is doing alright. She's still bitchy as ever but sometimes she gets nice. It's nice having Virgo around, she always helps keep the house neat and tidy. Flare and Yukino are great to. Everyone's still a little apprehensive around them but they are getting better.

I'm doing well. Still adjusting to having a bigger dick. I'm able to still get it in my pants fine but it does feel more cumbersome. The girls seemed to like it though. The biggest problem is that I find the need to relieve myself more often; it's not a problem because the girls are always willing to help.

It's been a couple weeks since we got home and everything was going well.

***SLURP* **"Lucy you're so much bigger"

I was lying back on the bed while Evergreen sucked my dick. Ever had her hair down and was sucking my dick like no other. I needed to cum so bad. My balls always feel full.

"Oh Ever I'm so close. You're so good."

"Lucy it's so much thicker than in the past. Cum for me!"

Ever bobbed her head up and down faster and I was soon about to blow my load.

"Oh…oh Ever…I'm Cumming!"

I blew a massive load in Ever's mouth and even when she tried to swallow more still ended up on her face. Since I grew my loads have been massive.

"There was so much." Ever said licking cum off her face.

She gave some of the cum to me and went to get cleaned up. I got my pants back on and headed back into the living room. I walked past one of the bathrooms and heard vomiting noises inside.

_Probably just Aquarius._

I walked out into the kitchen and I saw Virgo and Aquarius sitting at the table.

"Wait a sec…If you're out here who's in the bathroom?"

"What are you talking about girl?"

I turned aorund and headed back to the bathroom.

"Everything alright in there?"

"Lucy…" Flare mumbled.

"I'm coming in."

I opened the door and found Flare's head above the bowl and she looked exhausted.

"What's wrong." I said rubbing her back.

"I…feel sick…" Flare wallowed "It's been like this for a few days."

"I see." I said "The flu?"

"I don't think so…" Flare mumbled "The counter…"

I took a box off the sick counter.

"A pregnancy test?" I said "You think…"

"I don't use that stuff like you do…that time at the park…"

I unpacked the test and gave it to Flare. She did the whole thing and we waited for the test to beep.

"You do it." Flare said "I'm too nervous."

I picked up the test and looked at Flare.

"Posetive." I smiled "Congratulations."

Flare looked down and wiped a few tears away "I'm sorry."

"What are you sorry for?" I said.

"Because Aquarius was already pregnant, you don't need to deal with two kids at once."

"I'm happy Flare." I said "Now they'll have people their own age to play with, I would never be upset about someone getting pregnant."

I gave Flare a hug. She siad that she wanted to wait a few weeks more to tell the others. I told her sure but she needed to go get checked out to make sure everything was okay.

* * *

><p><strong>That Night<strong>

Erza told me to be ready for tonight becuasee she had a gift she wanted to give me. I was laying in bed reading when Erza popped her head in.

"You ready?"

"Oh Erza, yeah sure what do you need."

Erza stepped in she was wearing her normal clothes. She had something in her hand.

"Get over her." Erza pulled the rope in her hand.

"Ow not so hard Erza."

Erza's friend Millianna came into the room and she wasn't wearing any clothes except for that weird fake tail. God she looked good!

"Here is your gift Lucy." Erza said.

"Millianna is my gift?" I said slightly confused.

Erza nodded and threw Millianna onto the bed with me. Erza walked out and locked the door behind her.

"Have fun."

"Lucy?" Millianna said confused "What is Erza talking about?"

I didn't answer I just squeezed her breasts.

"Nice a plump." I said "I'm gonna like you."

I pinned Milli down and pulled my dick out.

"What?!" she said stunned.

"Erza wants you to join her." I said placing my dick between her breasts "Nice and warm."

"You and Erza…"

"All the time." I told her "Now lube up your tits so that we can get started."

Millianna looked at my dick and licked her lips.

"Alright."

Millianna got her breasts all moist and started moving her tits around. Her breasts were nice and big and they made my dick feel so good.

"You're big Lucy." Millianna said "I can barely get by big tits around it."

I laid back and groaned as Millianna moved her chest around and licked my shaft. I saw that the Millianna had a tail on. What shocked me the most was that it was also a butt plug. I reached back and slowly pulled the tail out of her ass.

"AH!" she moaned "That was nice."

"You walk around with that in you all the time. Naughty Kitty."

"It feels so nice." She said licking the tip of my dick "Having something up my ass."

Millianna kept moving her chest and soon I was about to blow.

"Millianna I'm so close."

"Cum for me Lucy."

"HAAA!" I moaned as I emptied my balls and covered Millianna's chest in my thick cum.

"Oh~" Millianna shivered "That felt great."

Millianna started rubbing her head.

"Itchy…HA!"

Millianna grabbed the sheets and groaned as two brown furry ears sprouted from her forehead.

"HA…what's…GAH?!"

A tail burst from the base of Millianna's spine. She stopped moaning and looked at herself.

"I'm…a real kitty!"

_She's a catgirl like Carla._

Millianna kept playing with her ears and tail before I pulled her over to the bed again and started kissing her. I kissed her neck and she purred.

"That feels so good Lucy."

I played with Milli's breasts and she started straddling my hips. She slowly slid my dick into her and moaned at the size.

"You're so tight, or am I just that big?" I groaned.

"Oh Lucy it's fucking massive!" Millianna moaned.

She got as much as she could in and started moving her hips. I grabbed her hips and started thrusting to meet her movements.

"Harder Lucy harder! Fuck my little pussy pussy!"

I felt my balls slapping into Millianna's tight ass and she was making purring and moaning noises as I fucked her.

"Oh yeah just a little more!" Millianna said "I'm so close!"

Millianna but her hands on my chest for support and started moving faster.

"Ah...ha…LUCY!" Millianna moaned ad she hit her climax and orgasmed.

"Oh shit." I hissed at the new tightness. I knew I was close now "OHH!"

I gave Millianna a few more thrusts before I started filling her warm snatch. Millianna got on all fours and waved me over.

"Fuck my like the animal I am." She said.

I got the hint and got in position for doggie style. I rubbed her entrance when I decided to move up and fuck her in the ass. I slowly pushed into Millianna's tight butt and her tail was wagging violently.

"OHAA!" Millianna moaned as I started plowing her ass "That's so good!"

I got more aggressive and laid forward mashing my breasts into Millianna's back.

"Fuck yeah you're tight." I hissed "My cock feels so good shoved up your ass."

My balls were smacking into Millianna's pussy and making her moan even more. Like with Carla her tail kept slapping me in the face but I ignored it and kept fucking the catgirl.

"Oh Lucy~" Millianna moaned "I feel incredible."

Millianna loved the sex and her breasts were bouncing around as I rammed her.

"Millianna I'm getting close." I warned "I'm gonna fill your ass with cum."

"Do it!" she moaned "I'm a bad kitty I need to be used!"

I grabbed her breasts as I thrusted into her and soon I was close.

"Oh Lucy I'm gonna cum." Millianna warned.

"Me to, cum with me." I said.

I felt my balls slap into Millianna a few more times and then I felt then tingle and start shooting cum.

"LUCY!"

"MILLIANNA!"

The two of us liad on the bed caressing each other. Cum was still dripping out of Millianna's ass when we started to drift off.

"Hey Millianna." I said "How willing do you think your friend Kagura would be?"

Millianna giggled "You mean that sex fiend, Very."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concers.**

**Suggest who you want to see next time.**

**Next Chapter Hint- Do you really need one those last few sentences would be enough.**

**Till Next Time.**


	47. Chapter 39: Blade- Kagura

_Italics indicate thinking._

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><p><strong>Lucy's POV<strong>

When I got up the next morning Millianna and I made plans to go to Mermaid Heel. It was going to be a nice trip and I was looking forward to seeing the inside of the famous all-female guild. We had gotten dressed and headed out into the living room. We passed by Erza and Millianna invited her to tag along with us.

"I'll gladly come. The red head said.

Erza was wearing the sweater and skirt she had worn on the second day of the Grand Magic Games.

"May Juvia come as well?" the girl asked.

Juvia was wearing a tight t-shirt and a pair of jean shorts that showed off her ass.

"Sure." I smiled.

We got all out things and headed out to the living room to double check and then leave. We were sitting there when the front door opened. Wendy and Carla walked in in their transformed bodies. Wendy said hello and walked passed but Carla stood at the door.

"Something wrong?" I asked.

I heard a low hiss come from next to me and saw that Millianna was staring the other catgirl down.

"Lucy who is that?" Millianna growled.

"Umm…that's Carla."

The two stood there letting out low growls and hisses as the circled each other.

***Hiss* **"What's an Alley-cat like you doing with Lucy?" Carla asked.

"Grrrr…Who you calling Alley-cat Fur-ball?"

The two growled and got in each other's face and started growing louder.

"Girls?"

Millianna bumped her large chest into Carla's equally large chest. Millianna was taller than Carla by a good amount so the white cat got pushed back.

"Why don't you go back to digging out of the trash?" Millianna said.

"Why don't you go put some clothes on slut?"

Millianna bumped Carla "Who you calling slut you skank."

Carla let out a loud growl and tackled Millianna.

"Tramp!" Carla yelled

"Bitch!" Millianna countered

"I'll rip those fat sacks off your chest!"

"Not if I bite your tail off!"

The two scratched and clawed at each other in a ball on the floor. It took the four of us in the room to separate the two of them.

"Let me go Erza!" Millianna yelled "I'll claw her face off."

"Move Wendy I have to scratch her eyes out!"

"Enough!" I yelled "What is with you two. You were fine a few minutes ago. And Carla this isn't like you at all."

The two just growled and hissed at each other.

"If you two can't get along I'll have to separate you. We're going to Mermaid Heel for a few days." I explained "Carla why don't you take that time to calm down."

"Grrrr…You're going with her?"

Millianna laughed and stuck her tongue out "Neha Suck it Fur-ball."

I shot a glare that made her whimper "Let's just go."

We headed to the front door and Erza held Millianna arm as they walked passed Carla and Wendy.

"Whore."

"Cunt."

_Millianna loves cats and Carla's usually very restrained. What was that all about?_

* * *

><p><strong>A Little While Later.<strong>

We were sitting on the train on the way to Mermaid Heel. Erza and I were on side of the private car and Millianna and Juvia were on the other.

"Do you care to explain what it is you were doing back there?" I said.

Millianna stopped looking out the window but remained silence.

"That wasn't a request." I said.

"Just answer." Erza told her I'm sure Lucy won't be upset."

"That white cat." Millianna mumbled "The second I saw her I felt…so angry like my blood was boiling. I could smell you all over her..." Millianna's new claws came out and she growled.

"Hmmm." I hummed at her response.

Juvia leaned over to me "Do you think it could be because they're both catgirls. Like marking territory or something?"

"I was thinking the same thing. It does make sense." I mumbled.

We were still a few hours out from Mermaid Hell. Erza was watching the mountains fly by and Millianna was taking a nap. Juvia had gotten up to take a walk around the train. I looked Erza over. She looked so good in the sweater and skirt.

_Maybe I'll mess with her a little._

I crept my hand over and slid my fingers into her panties.

"Lucy?!"

"Sshhh." I whispered "You don't want to wake her. Or have someone hear."

I gently teased Erza's clit and rubbed her damp folds. Erza let out soft moans as I played with her pussy. Her face was beat red and she was biting her lip to keep from groaning out loud.

"Let it out Erza." I said biting her earlobe.

"Juvia is back." The water woman said entering the car.

"OHHH~!" I felt my hand get covered in Erza's juices.

Erza threw her head back as she orgasmed in front of Juvia. I took my hand out of her skirt and started to lick my fingers clean. Erza tasted sweet. Juvia came over and helped me clean my hand. After that Erza fell asleep and Juvia and I waited for the train to reach the next station so we could get off.

* * *

><p><strong>A Short Time Later<strong>

Millianna led us to the Mermaid Heel guild hall. It was a nice building reminiscent of our guild hall.

"Here we are." Millianna said opening the doors "Welcome to Mermaid Heel."

The inside surprised me somewhat. It looked like a dance club or a casino. There were bright lights and stages all over. Girls were walking around handing out drinks and music was blasting.

"It's not quite what Juvia expected."

Millianna skipped over and looked at some board "Oh perfect. Lucy the whole reason you came should be on in a few minutes."

"Huh?"

"Let's get a booth and watch." The catgirl said.

Millianna grabbed us some seats and ordered us some drinks. We waited about five minutes sipping on some kind of fruity mix when the lights dimmed and low music stared. The room when dark and a spotlight hit the stage. The was fog as someone rose from out of the floor.

An announcer came over the loudspeaker "It the performer you've all been waiting for, Kagura!"

The smoke cleared and a pole appeared on the stage. As the lights grew bright Kagura came into view and I was stunned. She was wearing a red bunny girl outfit with fishnet stockings. Before she even started dancing I felt myself getting hard. The music got loud and Kagura started shaking her butt and chest. She grinded up against the pole and started spinning around it. Girls were cheering and whistling. Kagura was beautiful; she had a shapely body and was toned in all the right places.

_I can't wait to make her mine._

Once Kagura finished dancing she went back stage and people went back to normal.

"She was incredible." Erza said.

"Kagura is the favorite around here." Millianna said.

"She seems very popular." Juvia said.

"Well Lucy why don't you go meet her." Millianna said "It can take months but I managed to book private time with Kagura today. Why don't you go take my place?"

"Private time?" Erza asked.

"You know, it's a little bit more personal."

I got the hint and Millianna told me where to go to meet Kagura. I entered the bedroom and took a seat on the bed. I heard the door click.

"Millianna I'm here." Kagura called out "You're not…"

"Hello." I waved "There's been a substitution."

"Lucy Heartfilia." Kagura said "Very well."

Kagura turned on a radio and lit some candles. She walked up and started grinding her butt against my crotch. I could feel my boner straining against my pants. Kagura pulled the zipper and her bunny outfit fell off. She stood before me in just a pair of stockings and black panties.

Kagura pulled my shirt off and undid my bra. She sat on my lap and started kissing me. I could feel my boner up against her thigh. I shimmed out of my jeans as Kagura grinded her hips into my crotch. It felt so good.

_I can't be….not yet! It's so sensitive lately!_

"UGH!" I let out a groan and felt my panties fill with cum.

"Huh?" Kagura said standing up "What are you?"

I had not only soaked my panties in cum but I had covered Kagura's ass.

"OH~ UGH!" Kagura suddenly groaned.

_Oh great! What's happening to her! This stuff affects anybody anymore; did it become more potent when I grew?_

"My legs!" she moaned "What the hell?!"

I looked down and saw the stocking Kagura was wearing were stretching out. Her thighs were getting thicker. I looked up more and saw her hips were getting thinner and her ass was getting fleshier.

"My ass! It feels so strange! HAA!"

Kagura moaned as her thighs ripped through her stockings. Her ass was getting bigger and bigger.

"OHH~!"

***RIP!***

Kagura's ass torn though her panties and she finally stopped panting. I looked at the girl, her lower body was incredible. Her hips were tiny, her thighs were thick but the most attractive thing was her ass. It was huge, bigger than Juvia's. Now it wasn't fat it was plump and sexy.

"HUH?!" Kagura looked in the mirror "What happened to me?! YOU?!"

I quickly explained to Kagura what had happened.

"Magic semen…"

I just shrugged my shoulders. I was naked now and didn't know what to say.

"You know what." Kagura said "Fuck it. I don't care. You said Millianna and Risley already did you. They must have seen something so I might as well try it."

Kagura bent over and speared her folds "Fuck me."

I instantly got hard again. I walked up and squeezed Kagura's big ass and ran my hands over her thick legs "So soft."

"Oh that's nice, it's so sensitive." She moaned.

I teased her entrance with my dick and slowly slid my thick rod into her.

"Mmmmm." Kagura moaned "So big."

Kagura was warm. I started slowly moving my hips. I felt Kagura's big ass press against my waist. It was so soft. Each time I thrust into her, her whole ass shook like jelly.

"Harder Lucy Harder." Kagura moaned "This feels great."

"Kagura you so sexy." I said digging my nails into her ass.

"Hmmm." She moaned "My ass feels so bouncy. I could get used to this."

"Oh I can to." I said as my balls slapped into large legs.

We slammed into each other a few more times before I felt my balls tighten.

"Oh Kagura I'm gonna cum." I warned.

"Fill me up. I wanna feel your hot semen inside me this time."

I bit my lip and groaned "OH FUCK!"

I started pumping Kagura full of semen and when she got off my cock it leaked out.

"That was nice." She said lying on her stomach "But uhh…do you mind helping my break in this new ass?"

"My pleasure."

I walked up and played with Kagura's big cheeks. I bounced them around and made them clap together. Kagura giggled as I played with her butt. I stopped and spread the wiggly cheeks and rubbed my dick against her asshole.

"Do it." She said "Fuck me!"

I slowly entered Kagura's tight butt. She groaned as my thick cock slid into her.

"Ohh fuck yeah." Kagura moaned as I started moving my hips.

Kagura had her head on I pillow as I slammed into her large ass. It felt so soft as my crotch pressed against it. Kagura moaned as my balls slapped into her. I moved around and flipped Kagura over. I started taking her ass from underneath. Kagura had her legs in a squatting position as I fucked her. Her thighs looked so big and strong as she supported herself as I fucked her.

"Lucy I think I'm gonna…"

"Me to Kagura. I'm gonna fill your ass with cum…"

Kagura's new ass clapped into my crotch and my balls got smashed under her large cheeks. I felt my crotch tingle and I knew what was coming. Kagura started moaning louder and I was moaning as well.

"OH…OH …OHHHH LUCY~~~!" Kagura moaned out.

"KAGURA!" I screamed out as I filled her ass with cum.

The two of us laid down and caught out breath.

"That was incredible." Kagura said pulling the sheets up to cover her body.

"So do you like it?" I asked.

"I might have to by new clothes but I could get used to it. My ass was kinda flat. Excuse me."

Kagura leaned over my and started digging through a drawer. She grabbed something and laid back.

"You want one?" she asked offering me a cigarette.

"No." I said "You smoke?"

She put a cigarette in her moth and flicked the lighter "Only after sex."

The lighter clicked and lit up Kagura's treat. She took a slow drag and blew out smoke.

"Ahh that's nice." She said leaning back "I haven't been fucked that good in a long time, especially by a real penis."

Kagura kept smoking and I laid next to her "So do you wanna hang out some more? Millianna said you were really into sex so…"

Kagura blew out smoke "I plan on stopping by a lot."

Kagura snuffed out her cigarette and gave me a kiss. This kiss was smoky and earthy. We snuggled up and drifted off to sleep.

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you'd like to see in the future.**

**Sorry about the wait. I had taken some time off for Christmas and then I had to go to a wedding in Chicago form the 1****st**** to the 4****th****. Then our flight home got canceled on the 4th so I had to stay and extra day…UGH!**

**Well I'm back now. Updates will still infrequent until I return to college on the 19****th****. They'll be a few chapters here and there but nothing daily for a while. **

**Next Chapter Hint- More Bunny Girls, More Dancing, More Transformation and Lucy needing a man.**

**Till Next Time!**


	48. Chapter 40: Iron Man -Gajeel, FemGajeel

_Italics indicate thinking_

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><p><strong>Lucy's POV<strong>

After spending some more time with Kagura we headed back out to the main lobby. Kagura had managed to get a skirt on but none of her panties would fit her now, if the wind blew everyone would be getting a good look at her. We found Millianna, Erza and Juvia still sitting around talking. The room was a lot emptier; most of the people had gone home.

"Ladies." I greeted.

"Hello Lucy." They said in chorus.

"Whoa!" Millianna said "What happened to you?!"

"Sshhh." Kagura said "Nothing I have fits anymore."

"Did you try the dressing room?" She asked.

"Dressing room?" I asked.

"Where you can pick out an outfit to dance in. I guess we need to check there." Kagura said.

"Outfits…" I mumbled "Oh this could be fun."

"Did you say something Lucy?" Erza asked.

"Oh nothing." I giggled as we made our way to the dressing room.

We got inside and Kagura turned the lights on and I saw closets full of sexy outfits. Kagura went straight into a closet and started digging around till she found a black thong that just fit.

"Look at all this stuff." I said in awe.

"There are so many." Juvia said.

"I just hope on of them fits." Kagura said "And is decent enough to go outside shopping in."

I tapped Juvia on the shoulder "Why don't you try some of those on."

"Really?" she said.

"You can put on whatever you like." Millianna said scratching her ears.

Juvia took off her clothes and stood around in her underwear.

"Wait!" I yelled.

"What is it? Did Juvia do something wrong?"

"Kagura come here." I said.

She walked over and I turned her body and I did the same with Juvia.

"Stick your butts back." I said.

"Huh?"

"Please just do it." I said.

The two moved their hips and their butts collided and smashed together wobbling and looking great.

"So hot." I said looking as the two big butts battled for dominance.

"Kagura is so big." Juvia said "Juvia is jealous."

"You're big to Juvia." She said grinding her ass against Juvia's "very soft."

After that Juvia started trying on costumes.

"Juvia tried this first." She said coming out from the closet.

Juvia was wearing a tight red corset and a black skirt. Her breasts were almost popping out and her thigh high leather boots looked great. She had little horns on and wings.

"A little devil." Erza said.

I sighed "It's okay."

"You don't like it." Juvia said looking down.

"You look fine I just…I'm not feeling it."

"Juvia will try something else."

Next Juvia came out in a blue bunny girl outfit.

"Nope."

A cowgirl with her shirt tied under her breasts.

"Too much like Bisca."

A nurse, a soldier and a sexy witch. Even the Succubus came out as a rock star.

"Am I hot or what?!" the demon yelled.

"No…still not right."

"We're running out of outfits." Millianna said.

"This next one will blow your mind." The succubus said before Juvia's personality came back.

"Ow my head." She said walking back into the closet.

"I hope this next one works."

We waited a few minutes and Juvia walked out and I instantly knew this was the perfect outfit.

Juvia lowered her sunglasses "Does Lucy-Sama like it?"

Juvia looked stunning, from the tight top with enough of the black bra showing. Her breasts were pushed up high. Her ass looked to have been poured into the skirt. The handcuffs on the side and the hat on her blue haired head. Even the mid-calf boots. The sexy cop look was perfect for Juvia.

"No…Lucy loves." I said licking my lips and tackling Juvia.

The other three girls gasped as I started groping Juvia and licking her neck, she was gonna have a hickey in the morning.

"Oh Lucy-Sama!" Juvia moaned.

I popped the buttons off and violently grabbed Juvia's breasts. I had my dick out and I was getting closer to Juvia's hole.

"Juvia this outfit is perfect." I said "I want you so much."

"Do whatever you want Lucy-Sama!" Juvia moaned.

I one movement I slid inside Juvia and started ramming into her snatch. I looked around and saw Millianna kissing Kagura while the girl tickled her cat ears and Erza had her head between Kagura's big ass cheeks. I laid on the ground and crammed my large dick into Juvia.

"Oh Juvia feels so good!" the girl moaned.

"So tight." I moaned "You gonna squirt everywhere?" I asked as I felt myself getting closer to my release.

"If that's what Lucy-Sama wants Juvia will spray her juices everywhere!"

I grunted and gave Juvia more strong thrusts before I got close to blowing my load.

"Here it comes Juvia!" I warned.

"Juvia is close to." She warned.

"JUVIA!"

"LUCY-SAMA!"

I felt Juvia start spraying juices as I came inside her the two fluids mixed is a sexual potion.

"Lucy…sama…" Juvia panted.

I gave Juvia a kiss on the top of her head "I love you Juvia."

* * *

><p><strong>A few Weeks Later.<strong>

The last few weeks have been tough. Flare told everyone she was pregnant and now I have to deal with two pregnant women in my home…one of how is Aquarius. God she's cranky. Aquarius finally started showing and is still about Five months away from her due date and Flare is only Six months away. Aquarius has reached the cravings portion of her pregnancy and Flare is having a ton of mood swings.

"Yo brat!" Aquarius yelled "We're having fish for dinner!"

"Sniff…I don't like fish." Flare said wiping her tears away.

"My life is hell." I mumbled.

I told Virgo what the two said and she said that she could take care of dinner. I in the meantime was laying on my bed trying to relax.

"What's wrong Lu?" Levy asked taking a seat on the bed.

"I really need to be more careful." I groaned "Two pregnant woman suck. Their stressing me out."

Levy leaned in close "You wanna relax."

"Not really." I said "I'm just not feeling it. You know I haven't gotten any in a long time. Natsu never really seems to wanna do it. He and I haven't had sex in a while. I need a man Levy."

"Well then you're the one who's in a though place. Once you get naked you'd probably turn most men off."

"Curse this amazing dick of mine." I said laughing.

"Well I'm sure you could find someone." Levy smiled.

"Thanks Levy." I said "You're the best."

* * *

><p><strong>Some Days Later.<strong>

Today was the punishment game. Since there had been no losing team from the Grande Magic Games we had to have a tie breaker, Erza and Laxus would have an even match if Rock-Paper-Scissors to decide.

"Erza…lost…" we all said shocked.

The B-Team had their pick of the A-Team. Mira snatched up Erza and Cana took Wendy.

_You're my only hope Juvia…_

"Juvia will take Gray."

"Huh?" I gasped.

_Juvia why!_

I got stuck with Gajeel.

"How did this happen." I said staring at the bunny outfit I was supposed to get in "Juvia is in so much trouble…was that her plan all along?"

"Lucy what's the hold up?" Levy asked coming into the changing room.

"So um…how am I gonna get in this?" I asked "There's no way I can keep my massive slong hidden in there."

"Come on let's try and squeeze it in there." Levy said helping me get dressed.

I did manage to get everything packed away in my little outfit and somehow I had convinced Levy to put one on as well. This suit was so uncomfortable it was really painful. Gajeel made us get up and dance while he played his guitar, very poorly I'll add. This dumb outfit provides no support at all and my tits were bouncing all over, Levy's to. And my dick was getting irritated by all the movement as well.

_I'm gonna get you for this Gajeel._

Eventually I was allowed to leave the stage and I went back to change.

"See that wasn't too bad." Levy shrugged putting her shirt back on.

"Oh he's gonna get it." I smirked at Levy "I just got a brilliant plan. If it works it'll be great."

* * *

><p><strong>A couple hours later.<strong>

"Lucy are you sure this is a good idea?" Levy asked as we stood outside Gajeel's house.

"Trust me Levy this will be great. I'll take care of my problem and if all goes according to plan mess with Gajeel to."

Earlier before we left the guild we had made plans for my final punishment from Gajeel to be to cook him dinner. We knocked and Gajeel answered and showed us to the kitchen.

"What're you doing here shrimp?" he asked.

"I'm here to make sure you don't do anything naughty to Lucy." Levy pouted.

Gajeel muttered something before wandering off. The night went as planned and I made dinner. I served Gajeel and made a point to show a little cleavage and show off my sex appeal. Gajeel was pretty hot, very muscular; he was giving me a half chub…

I gave Levy the signal and we put our master plan into motion.

"Boy it's hot in here." Levy said undoing a few buttons on her blouse and exposing more cleavage.

"I know right." I said fanning myself and pulling my shirt around to make my breast jiggle "I'm all sweaty."

Levy and I did some more flirting and Gajeel was all flustered.

"What's the matter Gajeel?" Levy said "Are you alright?"

_And now for the closing shot._

"Are you turned on?" Levy asked.

"What?!"

"We are pretty girls." I shrugged.

"I can see you undressing me with your eyes." Levy said "Looking and my little body and staring at my boobies."

"Knock it off." He mumbled "I don't know what you're talking about."

"Come on." I said taking my shirt off "It's alright; you can play with us if you want."

"The hell do you think you're doing?!" I spat out "Go put some clothes on!"

A half-naked Levy threw herself into Gajeel lap "Don't you want to play with these two gorgeous ladies? You're a real man aren't you?"

Levy moved her lips close "Just take me."

Levy crashed her lips into Gajeel's and the two started making out. I walked over a joined them. Our tongues battled and we moved into the bedroom. Levy and I kissed and grouped Gajeel's muscular body. When we undressed him I noticed two things, first his dick was huge, bigger than Natsu, and second he had no piercings down there which was good because I wanted no part of that.

I was practically dripping down there and I wanted that big dick in me. I got on all fours and stuck my ass out.

"Stick it in me." I whined "Fuck me you big muscular hunk."

Gajeel went to pull my yoga pants off put Levy stopped hi,

"Let's do this."

I felt Levy cut a hole in my pants. You could see my vagina but not my dick or balls.

_Still according to plan._

I felt Gajeel get close and soon his cock was entering me.

"Oh~" I moaned "so good."

"Damn." He groaned before he started moving in and out of me.

"You look so good Lu." Levy said kissing me before moving to rub her hands all over Gajeel's abs.

"Harder Gajeel." I moaned "Fuck my wet pussy."

"Fuck you're so tight." He mumbled.

Gajeel didn't talk much as he fucked me. I moaned as I felt the big stiff dick plow me from behind.

"Oh shit." I moaned "I'm so close."

Gajeel just grunted "Me to."

"Cum inside me." I moaned "I want you warm spunk in me."

"Fine." He grabbed my hips and moved even faster.

"Oh. Oh yeah that's it just a little more." I moaned.

I felt my climax coming and I heard Gajeel grunt and I felt my pussy get warm as his cum poured into me.

"HAAA!" I moaned as I orgasmed.

I fell forward as Gajeel's dick slid out of me. I had also jizzed in my own pants but I kept my crotch down to hide it. I pretended to be asleep and after a little bit I could hear Levy moaned as Gajeel fucked her.

_I hope this works. My revenge comes down to this._

I sat up and pulled my pants off and started jacking off. I had kept my dick hidden so far. My plan was to have Levy distract Gajeel while I got to my breaking point and came on Gajeel. I was betting on this doing the same thing it did to Natsu. If Gajeel didn't turn into a girl this would all have been for nothing, I mean besides a good fuck but then Gajeel would know about my secret.

I had my hand around my thick rod as I jacked of to Gajeel's muscular back and Levy's moaning face. Levy peaked over at me and I mouthed a few words to her.

"Just a little bit more, almost there."

I picked up my pace and I felt myself getting closer. Levy's moans were getting loader and louder and I had no doubt that she was about to orgasm as well.

_Here it comes._

I got in place behind Gajeel and got ready to blow my load on him.

_Hope this works._

I heard Levy moan and felt a surge in my groin.

"Hoooo~!" I moaned softly as I shot semen all on Gajeel's back.

I took a few seconds but I heard Gajeel grumble.

"Fuckin' hell?"

I saw a faint glow around his body.

_YES! It worked!_

_\_First Gajeel's body got less muscular more soft, and he got shorter. His face got softer and breasts started forming. His hips got thinner and wider and his breasts kept expanding. Then the final and most important change, his dick faded away and soft folds were left in its place. I thought it was over when suddenly studs appeared and pierced the nipples on the ends of his breasts and in his clit.

_I think I'll call her Gabby._

Gabby was sexy. She was tiny, shorter then Levy had wide hips. She still had long black hair and piercings and the most attractive part about her was the massive breasts she had, they were big, even larger than Natasha's.

_Good they look heavy._

"What the hell?!" Gabby whined.

Her voice was so cute, kinda deep but cute for her tiny body.

"Oh good." I said licking my lips "It's time to teach you a lesson."

I stood before the short girl she barely came up to my shoulder.

"What did you do blondie?"

"I'm not so short anymore." Levy said patting the new girl on the head.

Levy was about an inch or two taller than Gabby.

I slowly stroked my dick "Why don't we break in that new pussy."

"Huh?!"

"Up we go!" Levy said picking up the struggling girl and dropping her on the bed.

"Hey wait don't!" Gabby begged.

"Hush Gabby." I said "That's you're girl name, you can be Gajeel later."

I slowly teased the pierced clitoris in front of me and got my dick ready.

"You're tits are huge." Levy said squeezing the massive mammories.

"Yeah those things are big." I said "I'll get to them later."

I slowly slid into Gabby and hissed at the tightness.

"Oh yeah." I moaned "Nice and tight. Feels good to break in a fresh pussy."

Gabby let out a scream and I tore through her virginity.

"It's okay." Levy said "You'll get used to it. Lucy's gentle with her new girls."

"What the fuck are you. HA!" The girl spat as I started thrusting.

"They call us Futanari. I'll explain it all later let my enjoy my new toy. Then when were done we can play dress up."

"What the hell…oh!"

"See you like it." I said as my balls slapped into him.

_Maybe I'll get Juvia over here to help make her friend a little dress up doll._

"This is what you get for making me do all that shit earlier." I said.

"Lu is punishing you." Levy said flicking her tongue of Gabby's pierced nipple.

"Ha! Knock it off!" She whined.

"Why? Don't you like this?" I asked "Natasha certainly does."

"What."

"That would be Natsu." Levy said "He like getting fucked as a girl. Don't you want to outdo him? Be good to Lucy and she might like you more."

A look crossed her face and I knew I was had already one.

"Relax, just let go." I said kissing the tiny girl "I'll make you feel good."

"Fine." She mumbled "Just do it. Let's see what the big deal is."

I smirked.

_She's all mine._

I pushed Levy off and pinned Gabby's body under me and started aggressively fucking her.

"Oh fuck…yeah…it feels so…good." She moaned.

I sped up "Fuck you're so tiny. I feel like I'm gonna smother you."

"How could you when she's got those huge ass boobs." Levy smirked putting her pussy in Gabby face.

"If I'm a girl at least I'm hot." She mumbled before running her tongue over Levy.

I looked at Gabby's massive breast flop around as I fucked her.

_If Natasha's a G those things have to be at least…H cups. God I want to take her shopping and dress her up in sexy outfits. Her measurements are probably all screwy though._

"Oh just a little more." Levy moaned as the newly created girl ate her out.

"I feel like I'm about to explode" Gabby warned.

"I can feel you getting tighter." I moaned "You're about to cum and so am I."

"AHHHAAAA!" Levy moaned as she climaxed.

"OHHHHH!" Gabby moaned as her small body shivered in orgasm.

"GABBY!" I yelled as I pulled out and finished on the huge jugs.

"So?" I asked laying down "How was it."

Gabby looked away "I guess I could get used to it…"

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see in the future.**

**Next Chapter Hint- Side Chapter next time, let's explore Edolas a little.**

**I have a brief three part AU side story coming up- The theme will be Medieval.**

**Till Next Time!**


	49. SS9: Lisanna's Hell on Edolas

_Italics indicate thinking_

**This Chapter Deals with touchy subjects (Rape, Mind Break and Torture.)**

**YOU HAVE BEEN WARNED!**

* * *

><p><strong>Location- Edolas Fairy Tail<strong>

**Lisanna's POV- Approximately 9 years ago.**

I've been in Edolas for about two months now. I'm finally starting to understand everything, the quirks about people's personalities. I miss my Fairy Tail but the people here care so much. There are some people I don't recognize, Lucy, Juvia and a girl named Wendy. I think I've blended in well no one really seems to think I don't belong.

Everything was going well. I was cleaning up the guild hall and the place was mostly empty. Mira and Elfman had gone home the only person still around was Lucy.

"Hey Lisanna." Lucy called "I need you help for a second."

I liked Lucy, she was a nice girl. Sometimes she was mean to Natsu but we had become friendly. I walked into the room I heard her call from but I didn't she her.

"Lucy? Gah!"

In a second I felt an arm wrap around my neck and I got pulled into a chokehold. Not being able to breath hurt, my vison was blurring I was in pain, and I could feel myself slipping away. Before I passed out I saw someone with blonde hair drop me to the floor.

* * *

><p><strong>Some Time Later.<strong>

_Where am I?_

My head was throbbing, I was really cold and I could barely see straight. I opened my eyes and saw I was in a dark room. For some reason I had no clothes on and I was locked into a set of stocks bent over in an almost 90 degree angle.

"What the hell?!" I yelled.

"Good you're awake." A voice said.

I looked over and saw Lucy sitting in a chair, also naked. When she stood up I was shocked, she had a penis.

"What is this." I said confused.

Lucy looked me over and then slapped me in the face.

"OW!" I screamed in pain.

My cheek was throbbing from the pain.

"Who the fuck are you?" she asked.

"I'm Lisanna" I said dumbfounded.

She spanked me "Don't lie to me, who are you."

"Lisanna!"

She spit in my face "Who are you!"

"LISANNA!"

Another slap.

"OW! Why are you doing this? You're hurting me!" I said as tears ran down my face.

"Because I hate being lied to." She said "you aren't Lisanna."

"Yes I am!"

She spanked me again and I felt something rubbing against my pussy.

"What are you doing?"

"Who are you…?"

"Lisanna." I said holding my resolve.

I felt something enter me and Lucy pulled my hair. I screamed out in pain as Lucy tore my innocence away.

"This isn't Lisanna's pussy… you're a virgin…who are you?"

"I'm…I'm Lisanna."

"I know you're not Lisanna. Lisanna was addicted to sex yet it's been two months and you haven't come to me once. So stop lying who are you?"

I felt her spank me again. My ass was stinging, I was crying like a baby and Lucy kept hitting me. Each time she asked I told her I was Lisanna. I felt my body rock as the thing between Lucy's legs ravaged my virgin hole.

"Stop holding back!" Lucy yelled this time hitting me with a whip "Who are you!"

"I'M LISANNA!" I screamed.

"Fucking bitch!" Lucy yelled slapping me "UGH!"

I felt her pull out and something dribbled down my leg. I was screaming and crying, I was scared and I didn't know what to do.

_Natsu…help me…_

Lucy knelt before me and shoved her tongue in my mouth; she licked the tears off my face before spitting on me again.

"Just tell me who you are…" she said attaching something to my nipples when I didn't answer she flipped a switch.

"AHHHH!" I screamed in pain and my nipples got shocked and clamped.

She shoved something in my vagina that also shocked me. I felt Lucy's man part push into my ass and send pain though my body.

***SLAP!* **"Who the Fuck are you!"

"I'm…I'm…Lisanna….Lisanna Straus…"

"Grrrr…Just give in!" she said tugging my hair "Stop resisting!"

I was crying and begging her to stop but she just kept hitting me and attacking my holes.

"Who are you? I'll stop if you tell me."

"I'm…I'm Lisanna Straus…A Fairy Tail Wizard…"

Lucy growled something and slapped my face again "You did this to yourself."

Lucy turned off the light, let me out of the stockes and walked out of the room.

"Don't leave me here please!" I yelled.

The door was locked. No one answered; I curled up in the corner and I fell asleep to the sounds of my own sobs.

* * *

><p><strong>The Next Morning.<strong>

"Ready to tell the truth?" Lucy asked digging her nails into my butt.

_It hurts…it hurts so much…I just want it to stop._

I was all cut up and covered in bruises. My hair was a mess and my cheeks were stained with tears and my legs with semen and blood.

"I'm Lisanna."

"Why do you keep lying to me?"

"I'm Lisanna from a place called Earthland…I'm not your Lisanna.

"I see…So our Lisanna…really did die." She said looking down "You better not make Mira cry. You'll stay here and make sure she doesn't have to cry for you again."

"Alright."

Lucy gave me a glare "What was that. You will address me as Ma'am."

"Yes Ma'am." I said shaking.

"Good, go get cleaned up…and you better not tell anyone about this or you'll be in a world of pain."

"Yes Ma'am." I said running off.

I got to the bathroom and looked at myself. I was a mess.

_Someone help me…_

* * *

><p><strong>Weeks Later.<strong>

I keep blending in in Edolas, Lucy rapes me almost every day…My body is covered in bruises…I'm so scared…I want to go home and have Natsu hold me and tell me it will be okay…

"Lisanna." Lucy yelled "Let's go."

"Yes Ma'am." I said following her.

This time I was chained to a wall in her dungeon. As usual she started hitting me and whipping me. I had stopped being able to cry…there were no tears left. Mentally I was starting to lose hope.

_No one's coming to help me…this will be my life…a cum-dumpster for Lucy…Mira…Elfman…Natsu…I miss you…please help…_

"Jeez you're dripping" Lucy said "You're almost as good as the real Lisanna."

"I'm Lisanna." I sobbed.

***SPANK!"**

"I'm Lisanna!"

***SLAP!***

"**I AM LISANNA!"**

"**NO YOU'RE NOT!"**

Lucy punched me in the face. My cheek tingled but it didn't sting. Lucy went around and shoved her dick up my ass.

"Don't use that name Skank! Tell me what you name is."

_Am I even alive anymore? Am I even Lisanna?_

"Lisanna."

***SLAP!***

_It felt so strange. Different than normal…It felt…good._

"No! Ask for forgiveness."

"I'm sorry…I'm Lucy Ashely's dirty bitch…please punish me."

Lucy slapped me I moaned out of nowhere.

_It fells nice…_

"Thank you Ma'am…can I have another?"

Another slap and another moan.

"Another!" I begged.

Again, that was the one…something in me snapped on that slap.

"MORE! HARDER!" I begged "Beat me like a punching bag!"

"What the hell?!" she said confused.

"It felt so good! Please hit me more!" I wiggled around in my chains "Destroy my ass, make it red, and cover me in bruises!"

"Holy Shit?!" Lucy said shocked.

"It hurts so good!" I screamed when she spanked me "Don't stop Mistress I need to feel pain! I'm a bad girl who needs to be punished! It's the only way to know if I'm still alive!"

"You've snapped." She said.

I flailed around in the chains "I need to hurt; Pain is all I have left! Fuck my asshole! Fill it with your steaming cum! Hit me and fuck me till you're content!"

"If that's what you want." Lucy said inserting herself into my ass and giving me a few good lashes.

"I see blood!" I moaned "I am alive! It feels so good!"

Lucy started moving faster and faster. She spanked and whipped and spit and punched all over my body.

_I've never felt this good before. Is this Heaven?_

"Lisanna I'm so close." Lucy warned.

"Don't stop!" I moaned "Make it hurt!"

"LISANNA!" Lucy moaned as she came inside me.

"OHHH~~!" I screamed in pleasure.

Lucy let me out of the chains and I was in some much bliss and pain I couldn't stand.

You alright?" Lucy asked "I got a little violent there."

"Hit me…" I whispered "Please…hit me more…."

_**Lisanna the girl died that day…But Lisanna the Masochist butterfly was born.**_

* * *

><p><strong>Many Years Later<strong>

**Edo-Lucy's POV**

"Mamma Mamma!" Simon yelled.

"There's my little man." I said picking the boy up.

"Mamma let me use a sword today." The little boy explained.

"You let him use a sword."

"He brought it out on his own." Knightwalker explained.

I but the red haired boy down.

"You know you can't go throwing your magic around everywhere." I said.

"Sorry Mamma."

"It's alright." I said hugging him.

This little boy is Simon Knightwalker, son of Erza Knightwalker and Lucy Heartfilia. Since Earthland Lucy can't be here I took reasonability for her. Simon is a special child; he's the only person in Edolas that can use magic. He doesn't know I'm not his real mom…maybe someday he can go meet his real mother…Prince Jellal just let us open one small anima…

"So." Erza asked "You guys wanna head back to the castle?"

"Yeah, let's go!" Simon said running off.

"Hold on don't run off!" I yelled chasing after him.

"Simon slow down!" Erza yelled.

I looked over and locked eyes and she picked the giggling boy up. She smiled back. I moved her short bob to the side and gave her a kiss on the cheek. I thought about some things from my past…

_I won't be that again…Love not hate…_

"I love you guys…"

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see next time.**

**I'm Sorry this Chapter got dark but I wanted to try something different and Show how Lisanna went for cute little girl do the sniveling punishment whore she became.**

**Next Chapter Hint- The first Chapter in the three part Medieval AU Side Story. This story won't star Lucy but it will have a ton a Futanari and the main Character will be a swordswomen from a certain guild.**

**I fell kinda crappy. My Christmas break has mostly been spent trying to get over this damn cough. I don't know what day this week the next chapter will go up, if I'm still sick it might not be till next week when I move back to school.**

**Till Next Time!**


	50. The Knight Kagura Part 1

_Italics indicate thinking._

_**This is Part one of the Knight Kagura Trilogy.**_

* * *

><p><strong>Kagura's POV<strong>

My name is Kagura Mikazuchi, and I am a squire in the service of her majesty Queen Hisui. I live in the Futanari Kingdom. In our world most people have evolved to have both genitalia. Some who are, those with a mutation that makes them only have one are exiled…like my brother.

I was raised by a woman named Lucy Heartfilia, y mother. I grew up on the back streets and one day I was lucky enough to get into her majesty's service.

We live in a world dictated by the body. Those with Large breasts, big butts, and thick cocks are those of a higher class. They say the queen looks like the embodiment of beauty. I currently serve as a squire. You don't get any smaller than us, even the low class presents are more attractive, it's supposed to be a sign of humility or something… so long story short I'm flat as a board and my dick isn't much more than a little nub.

"I'm going out mother." I called "I must accompany Lady Erza on a quest."

Erza is the knight I serve under. She is one of the two knight Generals, alongside Lady Levy. The only person who ranks above them is high commander Minerva.

"Alright." Mom said "I love you, be careful."

"I love you to mother." I said heading to the training grounds.

I made my way through the back streets of town. I passed by old faces and said hello.

"Hey Kagura." Cana called.

Cana is my oldest friend. She is part of the lower class so she actually has some small breasts…I've never seen her penis though. Cana works as a waitress at a local pub.

"Hello." I said "Where are you going?"

"Off to work." Cana said "You?"

"Erza and I must go out of town. We have to slay some kind of monster."

"Being a knight must be exciting huh?" Cana said.

"I'm not a knight yet." I said "Maybe one day…"

"It's always been your dream." Cana said "you'll be a knight someday I just know it."

"I hope so." I smiled.

Cana and I parted and I headed to the castle grounds. I found Erza striking at a training dummy.

"Right on time squire." She said "Come along we have much to do."

"What is it that we must do Milady?" I asked.

"We have to slay a dragon."

* * *

><p><strong>A Few Days Later.<strong>

Erza and I have been traveling for a few days now. We were still a few days away from the dragon's location. We had stopped at a small town to rest for the night.

"Kagura let's go bathe." Erza said.

"Yes Ma'am." I said following her.

We entered the bath and stripped down. I looked at Erza, she was so pretty. She had large breasts and butt worthy of someone in her position. I looked down at myself, nothing but a flat board. Even my penis looked kinda sad with how small it was. Erza was so big; she had large testicles and a penis that was at least 10 inches long when it was hard.

"Haa…" Erza sighed as she relaxed in the water.

I joined her in the water and got washed up.

"Are you done?" Erza asked.

"Would you like me to wash you now miss?" I asked.

"Of course."

I got the soap and cloth and started cleaning Erza. I did her back and her arms. I moved to her large breasts and smooth stomach.

"Mmmmm." Erza moaned as I scrubbed her body "Very good. Don't forget the rest."

"Of course Ma'am." I nodded.

I moved down and started washing her crotch. Her penis started getting hard as I washed it. I was hard to but it was so small you couldn't tell. I lathered up her balls and got her clean.

"Very good." Erza said "Let us head to bed."

I followed Erza back to our room. We got inside and she closed the door before kissing me.

"Miss Erza." I moaned as she grabbed my body.

"Time to please me." She said.

In or world you can pretty much have sex with anyone in a lower class then you. So if Erza says she wants me to please her I don't have much of a choice. Not that I'm complaining I like having sex with Erza. Sex is a normal part of our society, you can walk down the street and see people fucking in an alley and no one will bat and eye.

I kneeled before Erza and took her dick into my mouth. Erza usually fucks me at least once when we go on a quest.

"Oh yeah that's it." Erza moaned "Your mouth is so good."

I bobbed my head back and forth and Erza moaned as I gave her a blowjob. Erza groaned as I sucked on her long thick cock. I made loud slurping noises to turn her on.

"Oh Kagura…more…"

"Right." I said sucking more and more.

"Mmmmm…HAAAA!" Erza moaned and I felt her warm cum start filling my mouth.

I swallowed the thick semen and moved onto the bed. Erza crawled on top of me and slowly slide her hard rod into me.

"Ahh…" I moaned at the size.

"So good." Erza said as she started moving her hips and forcing more of her cock into me.

"Lady Erza." I moaned as she plowed me "It feels incredible."

"I haven't had a squire as tight as you in years." Erza said "You're so good Kagura."

Our moans filled the room as Erza and I grinded our bodies against each other.

"Kagura….here it comes!" Erza warned.

I felt my walls tighten as I reached my breaking point.

"OHHHHH!" Erza moaned.

"HAAAA!" I screamed out in pleasure.

Lady Erza pulled me close and we drifted off to sleep.

_I hope I can do this one day._

* * *

><p><strong>A Few Days Later.<strong>

Erza and I had arrived at the ruined castle where this Dragon was supposed to be. When we got there we couldn't find a dragon.

"It's a big Lizard it can't be that hard to find." Erza said.

"Maybe it's not a real dragon." I shrugged.

Suddenly a blast of fire blew us back.

"What?" I said confused.

The smoke cleared and I saw Erza had been blow back and was buried under what was left of a building.

"Get out!" A voice yelled "Leave this place!"

I grabbed my sword and looked for the voice. There was a dark red lizard at the end of the road. It was massive.

"Kagura run." Erza said "Get away don't worry about me."

"No." I said "I won't leave you behind."

"That was an order." Erza said.

"Then it's an order I cannot follow." I said running forward "Die beast!"

I slashed at its neck but I bounced off the scales.

"Foolish girl!" the beast roared and was about to stomp me.

"**DIE!" **I thrusted my sword forward and pierced the dragon's heart.

The monster roared before it keeled over and died. I went back over and helped free Lady Erza. She wasn't happy that I had disobeyed her.

"But regardless…excellent job slaying that beast."

* * *

><p><strong>A Few Days Later.<strong>

Erza and I had returned and the queen wanted to speak with us about how the incident with the dragon had gone. I had never met the queen so I was very nervous. I followed Erza's lead and bowed as the queen stood from her throne. Queen Hisui was incredible, she really did look like a goddess, large breasts, curves that went on forever and a butt the wobbled all over.

"Raise your heads." The queen said.

We looked at the queen.

"General Erza." She said "Please fill me in on your latest adventure. How did the situation with the dragon go? We're you able to slay it?"

"Not quite Milady." Erza said.

"It's not like you to return with a job unfinished Erza." Queen Hisui said.

"The dragon is dead Milady, but I am not the one who felled that beast."

"Then who did?"

"Squire Kagura." Erza said gesturing to me "Had it not been for her bravery I most surely would have died."

"Is this true young warrior?" the queen asked me.

"Umm…Yes Milady…But I was just doing what Lady Erza taught me."

The queen smiled "You've been a squire for quite some time correct Kagura?" Hisui asked.

"Almost two years now." I said.

"You have shown great bravery young squire." Queen Hisui said "You have earned the right to become a full-fledged knight; we will have your ceremony tomorrow."

_Me a knight._

"Th…thank you your majesty." I said bowing.

"I have no further questions." The queen said "I look forward to seeing you tomorrow."

Erza and I left the throne room and headed back to the knights barracks.

"Congratulations Kagura." Erza said.

"I couldn't have done it without you Lady Erza."

"Go home, get some rest you have a big day tomorrow." Erza said.

"Thank you again." I bowed.

"Make sure to wear loose clothing tomorrow." Erza said.

"Huh?" I said "Did you say something."

"It's nothing." Erza said walking off.

* * *

><p><strong>The next day- Kagura's Knighting Ceremony<strong>

I was in the throne room with very few people around. Mom was there, the generals and High Commander Minerva were there and that was about it. Queen Hisui stood off her throne and made a speech before she walked up to me.

"Raise your head." She said.

I looked up at the queen. She took a sword and touched each of my shoulders and my head.

"I dub thee, Lady Kagura, Knight first class." Queen Hisui said.

"Thank you Milady." I said.

I suddenly felt a shock go through my body.

"HA!" I gasped as warmth overcame me.

_What is this?_

The warmth was moving through me. It stopped when it got to me chest.

"OHH!" I moaned as I suddenly felt my breasts press against my tunic.

_My breasts are growing?!_

"Ha…Ha…Ha!" I panted as they grew larger and larger.

They were pressing against my shirt before it stopped. I looked down and saw my chest was large now, worthy of a knight.

"AH!" next the warmth moved to my butt and it started to grow.

_My body is adjusting to its new standing. I'm becoming sexier._

I felt a decent amount of flesh get packed onto my ass as it strained against my pants.

Then the warmth moved from front to back.

"HAAAA!" I groaned as I suddenly felt my penis start getting longer.

My balls got heavy and started to get bigger. They we dropping lower as my penis snaked through my pants and made me groan.

"Ohh!" I moaned and panted before the warmth left my body.

"You are now officially a knight." Queen Hisui said "I'm expecting big things from you Lady Kagura."

"Yes Milady." I said.

"You are all dismissed. I will see you at the ball later."

I was pulled into a side room and someone started taking measurements so I could have a dress for the ball.

"Cup size…E" the one lady said.

They yelled out a bunch on numbers and took measurements. I looked at my body. I was hot. I had large breasts and a nice butt. Even my penis had gone from a tiny nub to about 9 inches long when it was hard.

"We're all done Lady Kagura." The one attendant said "We'll bring you the dress for tonight's ball in a few hours."

I went back to my room at the knight's barracks. Now that I was a knight I could live there. I had moved all my stuff in and was relaxing on the bed.

"I can't believe getting promoted did this to me…it felt so good."

I squeezed my breasts and poked my dick. They made me feel so good. I instinctively wrapped my hand around my penis and started stroking.

"Oh…oh that's nice…so this is what it feels like."

I moved my hand faster and faster sending pleasure through my now large dick.  
>"Oh fuck….This is incredible!" I groaned.<p>

I felt a surge in my now heavy testicles.

"OHHHHAAA!" I moaned as cum started flying out of my dick.

I laid back on the bed.

"That was incredible." I panted "I can't wait to try this out…"

* * *

><p><strong>At the ball.<strong>

I was waving and saying hello to many people.

"So did you like it?" Erza asked "The ceremony is certainly special."

I blushed "It was…unique."

"I remember my first time…wow…I've had to do it twice, once for being knighted and once when I got promoted to general."

"Maybe I'll be a general one day." I smiled.

"We'll have to wait and see what the future holds." Erza said heading off.

I looked around the ballroom and made small talk. I was going to go get a drink when I bumped into someone.

"Oh my." The girl got up and dusted herself off "Lady Kagura."

"Miss Millianna." I smiled.

Millianna is the daughter of a merchant. Therefore she is a member of the merchant class; she's below me on the social ladder. I chatted with her about stuff before the ball gradually started to empty out.

"Well I should get going." Millianna said.

"Hang on." I said grabbing her wrist "Why don't we head back to my room and continue the party."

Millianna slyly raised an eyebrow "Are asking what I think you're asking?"

"Lie with me." I whispered.

"It would be my honor." Millianna said before we headed to my room.

We got back to my room and started stripping. Millianna was a merchant so her sex organs were smaller than mine. Her dick was hard but it was only 5 inches long. Her breasts were much smaller but she was so cute I wanted her.

The two of us kissed and grouped each other.

"Kagura." Millianna moaned as I sucked on her breasts.

"So sexy." I whispered "I want you so much."

I pushed Millianna onto the bed and squeezed her ass

"Fuck me." She moaned.

I got close and pushed my cock into her warmth. The feeling of a vagina squeezing my dick was insane. I had never felt such pleasure.

"Ugh." I groaned as I plowed her

"This is your first time?" Millianna said "You know what you're doing."

"I had a great teacher." I moaned as I heard my balls slap into her legs and heard Millianna's dick flopping around.

"Fuck this is good." Millianna moaned "Knight Cocks are great!"

"Oh….something's coming!" I warned.

"OHHH!" Millianna moaned and her walls tightened.

"I'm cumming!" I moaned.

I pumped Millianna full of cum and laid down. We went at it for a few more hours before passing out.

_I'm gonna have a lot of fun being a knight…_

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see in the future.**

**Next Chapter Hint- Frozen in Time.**

**Till Next Time.**


	51. Chapter 41: Ice Age Part 1-Ur

_Italics indicate thinking_

* * *

><p><strong>Lucy's POV<strong>

"Pfffttt! Hahaha!" Natasha laughed "You got turned into a girl!"

"What are you laughing at you're one to!" Gabby snapped back.

Natasha patted the much shorter Gabby on the head. After our time the night before Levy and I had played dress up with Gabby before introducing her to her fellow dragon girl. I had been nice enough to tell Gajeel how he could change back but I had made it clear that he was never to speak of happened in the room that night.

"You've turned the two of them into females." Hisui said "I knew that Futanari could do things like this but I've never seen one up close like this."

Oh yeah Hisui and her knights are in town for a few days.

"You only had Cosmos and Kamika, both of them were immune."

"Yes. I've never changed anybody myself." The princess explained.

Natasha and Gabby were screaming at each other. Natasha being more accepting of her feminine form was harassing Gabby about her dislike of it.

"I don't know why you bothered with her Luce." The pink haired girl said "You didn't need her…or him."

"What was that flame brain?" Gabby said standing on her tiptoes.

"Lucy doesn't need you short stuff."

"Who you calling short?" the pierced girl growled.

"Calling it like I see it metal mouth. You couldn't even keep it in your pants long enough to find out what Lucy really was."

"Says the girl who did it with Gray on their first date." I mumbled.

"How bold." Hisui gasped.

"It…it wasn't like that!" Natasha yelled.

"You're fucking guys. Aren't you a man under there?"

"I could ask you the same thing Jugs." She laughed grabbing the black haired girls breasts "Those things look like watermelons strapped to your chest."

"Yours ain't much smaller!" she countered.

Natasha turned around and flipped her ponytail into Gabby face.

"Ow hey watch it. Your damn hair is stuck in my earing!"

While the two of them argued I chatted with Hisui.

"So." Hisui said sipping her tea "How do you plan on controlling the two of them."

"The most obvious way." I smirked.

Hisui smiled back "You are the queen."

I giggled at the name she called me "I think I need to stop the two of them…wanna help?"

"It has been a while." Hisui said though half lidded eyes "Someone new could be fun."

"You want Fire or Iron?" I asked.

* * *

><p><strong>In the bedroom.<strong>

"Harder!" Natasha moaned as she rode Hisui.

I kept moving my dick between Gabby's huge knockers. Just like when she's male Gabby tends to keep quiet during sex, unlike Natsu and Natasha who tend to get loud.

"You gonna stick it in me or not?" she asked.

"Since when do you want it?" I asked "I thought you were a big strong man who didn't want to be fucked like a girl…you like it don't you~"

She just blushed and didn't respond.

_Just like Natsu…awfully interested in the girl side of things…_

"Natasha you're so warm." Hisui groaned as the pink haired girl bounced up and down.

I moved around and laid Gabby on her side. I grabbed her breasts and played with her pierced nipples as I slid into her.

"Ohh…" she groaned "So thick….cock…good."

I squeezed her breasts roughly "You're so sexy…These big H-Cup titties of yours are so sexy."

I heard Hisui and Natasha fucking next to us.

_She's right they are loud._

I slowly started grinding into Gabby and making her moan as I fucked her.

"Moan for me." I whispered "Moan my little bitch."

"Ahh…Lucy…" she hissed "please…fuck me more…I'm already so close…HAA!"

"Already cumming bitch…unacceptable."

I slapped her huge breasts and made her gasp as she came "I've already planned the perfect punishment." I moved my hips faster "Now I'm gonna pump you full of cum!"

I felt my balls slap into the iron dragon's pussy a few more times before I felt my climax rapidly approaching.

"OHH YESSS!" I moaned filling Gabby's pussy with my warm cum.

I looked over and saw Hisui and Natasha had fallen asleep and I followed suit.

_I'll call Juvia in the morning and have her deal with Gabby's punishment…It's only been a day and I already have this little minx wrapped round my finger…_

* * *

><p><strong>A few days later.<strong>

It's been about a week since Hisui came by for her visit, but she still hasn't left.

_I can't have a princess living here. When did my mansion become the second girl's dorm?_

I was relaxing on the couch reading a picture book to Asuka when I heard the doorbell ring.

"I'll be right back sweetie." I said.

"Okay mamma."

When I answered the door I was surprised at who I saw.

"Meredy?"

"Lucy…Can I come in?" she asked not looking up.

_She sounds…off._

"Yeah come on."

Meredy took a seat at the kitchen table and waited for me to tuck Askua into bed.

"What's wrong?" I asked taking a seat.

"It's Ultear…she disappeared. Has she been by here?"

"No I'm afraid not. When was the last time you saw her?" I asked.

"The day after the dragons attacked." Meredy explained "But she seemed off. When Jellal and I woke up the next morning she was gone."

_Ultear would never leave Merry without saying something…_

"Why don't you stay here for a few days while we get this sorted out?" I asked "Does Jellal know you're here?"

"Yes he went to go see Erza at the girl's dorm."

_He better watch it before her ends up like Gajeel and Natsu…Wait! When did this become a punishment to men who cross me?!_

"Okay. I'll take your bag why don't you go get changed. I think Sorano's things could probably fit you."

"Oh that." She said with the bag "Be careful with it. It's actually Ultear's."

"What is it?" I asked.

"Miss Ur."

"Huh?"

"It's water from Galuna Island." Meredy said "It's what Ultear used your semen to try and revive…but it didn't work. Your semen is magical but just not magical enough it seemed…"

I opened the sack and saw it was full of jugs of water.

"This is Gray's Master?" I said shocked.

_I knew Ultear had said that was what her experiment was but I thought she was joking._

"I'm going to take a shower." Meredy said.

"Alright." I said "I'll take this stuff to my room. You can spend the night with me."

Meredy headed off and I went to my room and looked at the bottles.

_**Your semen…just not magical enough…**_

What Meredy said kept running through my mind.

"That sample was from Seven years ago…" I said "Hisui said when I got bigger the magic power in my testicles increased…should I try...?"

If this worked and did revive Ur there would be no doubt Ultear would come out of hiding to find her…I had to try.

I went to the bathroom and pulled the stopper on the tub. There was a lot of water here, more than enough to fill the tub.

_How the hell does she lug all this around…maybe it's a time mage thing?_

I looked down at the water and I got undressed.

_I'm trying to revive a woman that was turned into ice…I must have gone insane._

"This will take as much magic as I can muster up." I mumbled.

I wrapped my had around my dick and started stroking. I jacked off and squeezed my balls. I actually hadn't had sex in a day or two so I expected this to be a big and powerful load.

"Oh boy…here it comes!" I groaned "UGH!"

I felts my nuts explode as cum started spraying out and mixing in with the Ur water in the tub.

"That felt great…kinda hope that did the job…"

I waited for about ten minutes but it didn't seem like anything was going to happen.

"I guess there's stuff even my magic can't do."

I got up to pull the drain. When my hand got close suddenly the entire tub froze over.

"What the heck!" I gasped.

The ice began cracking and glowing.

"Did it really work." I said flabbergasted.

The light shining off the frozen water was blinding. There was a flash and when my vision returned I gasped.

There was a naked woman in my tub. She had a face that looked like Ultear and a body almost as mature. She was tall and one of her legs was ice.

"This is…Ur."

The woman's face twitched and she groaned.

"Ugh…what happened?" she said rubbing her forehead "Where am I?"

"Ur?" I asked.

"Yeah that me." She said "Who are you and why am I naked?"

"My…my name is Lucy…"

"I'm Ur nice to meet ya. Can I Uhh get some clothes?"

"Do you know where you are?" I asked.

"So far I deduced that I'm in the bathroom of a Futanari." She shrugged making her breasts bounce "That's about it."

"Oops." I said covering myself.

"That's not the first dick I've seen girly relax. My ex-husband had one…wasn't that big though. That and I raised two boys who had bad stripping habits…GRAY LYON! Where are they?!"

I looked at her in shock as she grabbed my shoulders.

"Do you know what year it is?" I asked.

When she answered she was off by almost twenty years.

"Ma'am it's X791." I explained "You've been frozen for almost two decades."

"What." She said confused "The…spell worked…how I am alive? Iced Shell kills the caster."

"I managed to bring you back, everything but that one leg." I said "With a little sexual healing and Futanari Magic."

Ur looked at me…I looked at her. Ur was tall, large breast, cute butt, and great legs. I was salivating at the sight of her.

"So…Uhh." I shrugged.

"Dammit girl." She said covering herself with a bathrobe "Your blood's rushing to the wrong head."

I looked down and noticed I had a boner.

I just groaned "Sorry about that." I said "It tends to have a mind of its own."

We headed out to bedroom and when I turned around Ur was naked again.

"Do all ice mages have a stripping habit." I asked.

"Huh?" she asked "I do have a habit of getting undressed but I took this off for a different reason."

Ur pushed me back on the bed and put her hands on my thighs "You brought me back to life; I guess I owe you one."

I licked my lips "Paying back with sex. Lucy likes."

Ur smirked "You can fill me in with more info later. Fill me with this for now."

Ur licked my cock before taking it into her mouth and wrapping her breasts around the base. Ur slowly bobbed her head up and down sending cold shivers down my spine.

"Ha that's great." I moaned "I like the way you repay debts."

"This thing is massive." She said rubbing her hands over my dick.

I relaxed on the bed as Ur went to town on my cock. She was defiantly experienced and good at her job.

"Get up here let me please you." I said.

I pulled Ur onto the bed and moved her legs to the side. I started licking her mature folds as she kept sucking my cock. I had my hand on her ice leg, it was solid but it wasn't ice cold.

"Oh Lucy…that feels so good…feels like it's been ages since I've had sex."

"Ur." I groaned "I'm getting so close."

"I'm hungry." She said "Let me taste some cum. I'm already about to lose it from your tongue."

Ur sucked a little more.

"Oh here it comes!" I warned "I'm Cumming!"

I heard Ur start gagging as I filled her mouse up with cum.

***Cough!* **"Holy Crap that was a lot."

I pulled Ur up next to me and started kissing her. We made out for a few minutes till I felt my hard on come back. I pulled her on top of me as we kissed and slowly neared her entrance.

"Stick it in me." She said "I haven't gotten any in years…I mean before I…you get the idea."

"Yeah." I said slowly pushing my dick into her warm folds.

"OHHH~" she cooed "Big…so big…" I had to stop about halfway in to let Ur adjust "Okay put more of that man meat in me."

I grunted at her tightness and forced more of my rock hard cock into her. I slowly started thrusting and Ur began moaning.

"So tight…how the hell did a baby come through here?" I mumbled.

"You say something?" she asked.

"Nothing…no more talk let's fuck like animals." I said.

"Yeah." she said as my balls slapped into her ass "OH More! Harder!"

I grabbed Ur's tight ass and started moving my hips even faster. Ur was moaning louder and louder as our bodies collided.

"I'm…I'm so close." Ur said "Ah...ah…ah…LUCY!"

I felt Ur get unbelievably tight and lost control.

"Shit…ha…UR! FUCK!" I screamed as I felt cum start pouring into Ur.

"OHHH!" she moaned "SO MUCH!"

The two of us fell back making the bed groan.

"That was…wow." Ur said.

I kissed Ur and pulled her close "I have so much to tell you."

I heard a creaking noise and then a gasp.

"Lucy…who is that."

"Merry!" I gasped.

Ur gasped and covered herself.

"Explain please." Meredy said giving me the evil eye.

"Ummm…well."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see in the future.**

**Next Chapter Hint- Ice Mage 2: Frozen Boggaloo.**

**Till Next Time!**


	52. Chapter 42: Ice Age Part2 -Gray, FemGray

_Italics indicate thinking_

**Lucy's POV**

After explaining to Meredy what had happened we packed it in for the night. The next day we got Ur something to wear and filled her in on the happenings of the world. She was adjusting well but still hadn't left the house. I had told her Gray and Lyon were fine but hadn't explained the exact location of the two.

"Lucy" Merry called "What are we gonna do about Gray? Lyon to."

"I don't know they'll find out eventually."

We debated before deciding we had to take her to meet Gray, it was the right thing to do. We took Ur through town and looked for Gray. I had a good idea where he could be found and sure enough I was right.

"That guy there." I pointed out "the one without the shirt on, that's Gray."

Gray was walking down the street talking with a poorly clothed Natasha. Natasha was wearing a tank-top and running shorts.

"That…that's Gray…" Ur said looking kinda sad "He's so grown up…"

"Yeah that's Gray." Meredy commented.

"He could stand to have a better choice in women." Ur said "That girl should cover up."

I looked over and Ur was taking her shirt off.

"You're one to talk!" I yelled pulling the shirt back on her.

"Hey keep it down." Merry warned "They're gonna hear us."

"I'm gonna hear what?" Natasha said popping in from around the corner.

"AH!" we all screamed in surprise.

After we all calmed down I had explained to the new arrival what had happened.

"Oh so you're Gray's Master." She said.

"And what are you?" Ur asked "His Girlfriend?"

Natasha scratched her head "Our relationship is…complicated."

"Natasha is also Natsu, Gray's best male friend." I explained.

"About that." Natasha said "How are you gonna explain her. Cause if you tell Gray the truth…maybe it's time I come clean to."

Natasha looked scared. Not nightmare scared but scared of the future, scared of rejection.

_If Gray finds out the truth…it might break her heart._

"You've been walking a dangerous path." I said "You had to know this could happen. It was only a matter of time till Gray learned the truth."

"I know."

"So does that mean were gonna tell him?" Meredy asked.

"We'll bring Gray by the mansion tonight. Tell him about Ur…and about Natsu."

**That Night.**

"This is actually the first time if been in here." Gray said "Nice place you got here."

"Oh thanks Gray." I smiled "By the way…put your shirt back on."

"What the hell. How did that happen." He said as he pants also disappeared.

I gave up and started having conversation with the half-naked Gray.

_I never realized Gray was this handsome…I get what Natasha sees in him, very muscular._

"So Gray." I said "I have a bit of a surprise for you."

Gray looked at me perplexed "This better not be something weird."

"Not even close Pervert." I scoffed "Get out here!"

I heard footsteps and Ur rounded the corner. It was quite for a while before Ur waved hello.

"Hello Gray."

"Ur…"

"Surprise." I deadpanned.

"What the…how…"

"Magic." I said "Look it's really complicated."

"Lucy are you doing black magic or something?" Gray demanded.

"I'm insulted that you would even think that." I pouted.

"She's right Gray that's rude." Ur defended.

"I watched you die!" he yelled.

"Gray calm down." Natasha said coming out.

"What are you doing here?" he asked.

"There…there's something I need to tell you." She said.

"Can it wait I'm dealing with something right now." He said.

"Gray this is important." She said "Please."

"Can't be any stranger then what I'm dealing with now." He said "Fine what is it?"

"I…I'm…I'm not really Natasha…"

"Huh?"

"No that's not it." She said "I am but I'm not."

"You're not making any sense." Gray said.

"I'm…I'm Natsu alright!" she yelled.

Gray just laughed "Is that some lame joke? Yeah right."

"I am!" she yelled.

***POOF!***

She had changed back to Natsu "See!"

The look that crossed Gray's face made me laugh. He was pretty freaked out.

"My life…is a lie."

"I think we broke him." Ur said looking at the shaking Gray.

Gray was curled up in the corner scratching at the wall.

"I had sex….with Natsu."

"So you just wanted my body huh?!" Natsu, who had changed back into a girl to fit his outfit, yelled "I thought you liked me for me!"

"You still knew who I was!" Gray yelled "I guess I'm too attractive to resist."

"Don't flatter yourself." Natasha said "But you are attractive." She blushed.

"Nope can't do it!" Gray said "Can't unsee Natsu saying that!"

Natasha looked upset but then shocked us by pulling Gray into a deep kiss. At first he resisted but then he started kissing back.

"Sorry." Gray apologized when they separated.

"I want you to look past the other me." Natasha said "I love you Gray. I can be Natasha forever if you want me to. Don't deny how you feel about me."

"I feel like I've been pushed to the back burner." Ur commented.

"Yeah me to." I said getting a drink from the fridge "I not a fan of Gray stealing her from me."

I looked back and the two were gone.

"Where'd they go?" Ur asked.

"I have an idea. You stay here I'm going to deal with something."

I headed to one of the bedrooms and found the one I heard moans coming from. Sure enough when I opened the door I found the two naked and grinding against each other.

"Mmmmm Oh yeah Gray right there." Natasha was moaning as Gray was between her legs.

"I guess maybe we can make this work." He said.

"You two are so naughty." I giggled.

"Lucy!"

I took a seat on the bed and got undressed "Well then let's get to work. I have a brilliant plan."

"Yes Ma'am!" Natasha saluted "What's the plan?"

"What?" Gray said "Lucy you're a man?"

"Not entirely." I shrugged "I'm a little of column A and Column B"

I looked down and felt Natasha kissing my dick

"Gray." She whined "My pussy is so wet please make it feel good."

Gray got behind her and slowly slid into Natasha's pussy.

"I'll get my turn with that dick later." I said running my hand though Natasha's hair.

"So Lucy" ***Slurp* **"What's your plan?" Natasha asked.

"Gray." I said looking at him as I played with my breasts "If you really care about Natasha like you say you do you'll switch places with her."

"What." Gray asked as her thrusted into Natasha's warm snatch.

"You'll let me make you a girl and let Natsu have sex with you. You got her so it's only fair he get you."

"Try it Gray!" Natasha moaned as he fucked her "So big….I want to put my big cock in you!"

Gray grunted as he fucked Natasha "…fine….I'll try it."

I smirked "Good finish up because I'm almost ready. I'll have to get my cum on you."

Natasha wrapped her boobs around my cock "Oh Gray I'm so close. I'm gonna cum from your cock."

"You're incredible." Gray said "I'm gonna cum to."

"Same here." I warned "Your lips are so soft Natasha…I'm gonna."

"HAAA!" the three of us moaned at the same time.

Gray filled Natasha up with his semen and I angled myself to get some on Gray and still reward the pink haired girl. I looked up and saw that my cum had gotten on Gray's muscular chest.

Natasha and I held hands when we saw Gray start changing.

"Oh here it comes." We said like giddy schoolgirls.

Gray's hair got longer, about as long as Erza or Mira. He got a little shorter and his skin got softer. His hips became thin and his breasts started forming.

"Uhh." She moaned as her penis shriveled up and left a smooth vagina behind.

We looked down at the latest boy to become a girl.

"What are you gonna call her?" Natasha asked becoming Natsu.

"I think Gracie sounds good." I said.

Gracie was cute. About as tall as Natasha with black hair. Curvy figure, nice bubble butt and breasts about as big as Erza.

_Those look like E-cups if I had to guess._

"Ow my head." The new girl said looking at herself.

Natsu pulled the new girl on top of him "Hey sexy."

Gracie blushed "You're…You're not too bad yourself."

The two started kissing and Natsu was getting hard. I went down and started licking his cock and getting a good view of Gracie's pussy. It was already wet. I got Natsu's dick in position and pushed it towards the new girls welcoming hole.

"What is that?" she asked "Oh~"

Natsu had moved his hips and entered the girl.

"AHH!" she screamed as Natsu held her close and tore through her virginity.

I watched my two friends fuck for a few minutes. Gracie was moaning and looked to be enjoying her new position in the relationship while Natsu looked to be lovingly fucking his new girl's pussy.

I went behind Gracie and licked her asshole.

"Oh Lucy~" she moaned.

I got behind her and forced my dick into her butt.

"Haa~" she groaned "This is…wow! I see why you liked it Natsu."

"Gracie." Natsu said as he plowed her walls "I love you."

"I love you to." She moaned.

I grunted as I slammed into Gracie's ass "You're both so adorable. I love you two."

"Lucy~!" Gracie moaned "You're so big. Natsu to."

"You two are perfect for each other." I told them "Gray and Natasha…and Natsu and Gracie."

I grabbed Gracie's breasts as I fucked her and Natsu grabbed at me.

"I fell incredible!" Gracie moaned.

"I'm gonna cum." Natsu warned.

"I'm gonna fill your ass with cum." I added.

Natsu and I thrusted a few more times.

"NATSU!" Gracie moaned as she climaxed.

"GRACE!" Natsu added as he pulled out and came on me.

"FUCK!" I groaned as I filled Gracie's ass with cum.

The three of us laid there.

"Go back to Gray." I said "You two boys have to show me a good time."

Gray and Natsu each grabbed at my breasts and I kissed both. I let Gray do my pussy while Natsu entered my ass.

"So stuffed." I moaned at the girth of the two.

"Lucy." Gray hissed.

"As great as always." Natsu said kissing me.

I moaned as the two fucked me. Having both their cocks in me felt incredible.

"Harder! Fuck me boys!" I screamed.

I speed increased and so did my moans.

"Ha…ah…ho…so good." I groaned.

"Lucy I'm already close." Gray said.

"Cum in me Gray." I said "Natsu I want you to fill my ass."

"You got it Luce." He said.

I felt their balls slap into me and I hit the breaking point.

"HOOOOAAAHHH!" I moaned out as their cum rushed into my holes.

The three of us laid there.

"So." I asked breaking the silence "Who wants to be the girl now?"

"ME!" they both yelled.

I giggled.

_I don't see the appeal. I find sex as a man better. But if they want to be fucked like little bitches I won't complain._

_Now that the problem of Gray is solved…I need to find Ultear._

**AN**

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see next time.**

**Next Chapter Hint- This "Ice Age" Mimi-Arc comes to a close with a Mother-Daughter reunion.**

**Till Next Time!**


	53. Chapter 43: Ice Age Part 3- Ur, Ultear

_Italics indicate thinking_

* * *

><p><strong>Lucy's POV<strong>

I was lying in bed reading. The cool breeze in the room tickled my bare skin. I had recently started sleeping naked more and more, since I was falling asleep that way almost every day after sex it just became habit.

"Lucy~" I heard a voice coo as the door opened.

I looked up and my jaw dropped. Cana was standing in the door way in in just a light pink silk nighty.

"I take that look to mean you like it?" Cana said twirling around and walking towards the bed all sexy like.

"You look…wow."

Cana got on the bed and kneeled over me. She took my book and put it on the nightstand.

"Why don't we have some fun?" she asked leaning in.

"Anything for you Love." I said.

Cana pulled me into a kiss. My tongue entered her mouth and probed her moist cavity. Cana slowly grabbed at my breasts as we kissed. Eventually we had to break for air.

"Lucy…" Cana whispered my name as she slipped off her thin piece of clothing "Make love to me."

I kissed Cana's neck "I love you Cana."

I held Cana close as we kissed, our breasts mashing together as my hard dick got close to her warmth. Cana reached back and inserted my shaft into her.

"Oh~ Lucy." Cana moaned in my ear.

Cana began to kiss me again and I slowly began to move my hips and thrust into Cana.

"Lucy it's so good." Cana hissed "Fuck me more."

"Kiss me Cana." I moaned.

I kept driving into the brown haired girl as she kissed my neck and sucked on my breasts.

"Cana I'm so close." I warned "I'm gonna cum soon."

"Fuck me more Lucy, I want to be filled with your cum." Cana requested.

I grabbed Cana's hips as I plowed into her pussy.

"Here it comes…CANA!" I moaned out her name as I filled Cana's tight walls with my cum.

"LUCY~!" Cana screamed out in pleasure as my fertile seed pumped into her.

Cana flopped down next to me, her breasts bouncing as she did it.

She kissed me "I love you Lucy."

"I love you to Cana." I said "I always will."

Cana and I had sex a few more times before snuggling up for bed.

"Goodnight Cana." I said kissing her one last time.

"Goodnight my sweet Lucy…Hmmm"

"What is it?" I asked.

"Nothing…just a tingle in my stomach…probably just butterflies cause I'm tired." Cana said going to sleep.

* * *

><p><strong>A Few Days Later.<strong>

It's been a week since Ur came back and still no sign of Ultear, I'm starting to work.

I was walking through town doing to grocery shopping…

"These apples look nice. Maybe I'll bake a pie." I mused to myself.

"You bake?" someone asked stepping up next to me.

I looked to my right and saw the woman who had been missing.

"Ultear." I mumbled.

"Hello Lucy."

I pulled the woman into an alley "Where have you been. Merry has been worried sick."

"I'm sorry." She said looking down "I…I had to do a little soul searching."

"Why? What was so important?" I asked worried Ultear seemed…sad or confused.

"Lucy I have something to tell you."

Ultear went on to describe the night the dragons came from the future. She claimed to have used a spell that reset time in exchange for her time.

"I thought I could send you all back….but I wasn't worth that much."

"How could you!" I yelled "How could you use such a dangerous spell!"

I pulled her into a hug "What would I have done if that spell killed you?"

"That's just it." Ultear said "That spell worked but I didn't lose time…why?"

"What do you mean?" I asked.

"I should be dead Lucy…but as you can see I'm right as rain."

I kissed her "That's all that matters…and besides it should be obvious why nothing happened. Maybe sex with me did affect you more then you thought."

"But even you shouldn't have been capable of counter magic like that."

"My sexual magic brought…"

"Brought what?" she asked.

"Come on!" I yelled pulling her down the street "There's something I have to show you."

* * *

><p><strong>At Lucy's House.<strong>

"Lucy slow down!" Ultear yelled as I pulled her up the walkway to the house "What's so important?"

I unlocked the door and threw the girl onto the couch.

"What you're about to see will bow your mind." I said running down the hallway.

I found Ur in the basement chatting with Merry and Juvia.

"You…here…now…" I panted trying to catch my breath.

I grabbed Ur and pulled her up the stairs.

"Hey I was talking!" Ur yelled.

"Shut up this is more important!"

I sprinted down the hall and pulled Ur into the living room.

"Tada!" I said placing the woman before her daughter.

Despite being out of breath I managed to spit out how I had revived the woman.

"Mother…."

"Ultear…."

After overcoming the brief shock the two embraced and hugged each other. To see the mother and daughter reunited brought a smile to my face and a tear to my eye.

The two Milkovich women were crying tears of happiness as they hugged. I got up and left the two of them to catching up.

"You really are amazing Lucy-Sama." Juvia said "You've bridged time and death to reunite those two."

I gave Juvia a smile "Don't compliment me so much my little pet."

* * *

><p><strong>That Night.<strong>

Once again I was in bed trying to finish reading my latest book.

"Don't worry Renee I'm sure François will come for you." I mumbled to myself as I turned the page.

I felt the room get colder and I saw a naked Ur come out of the shower.

"I forgot you were in there." I said to the woman.

Her ice leg clunked as she walked to the bed.

"Is that book that interesting?"

"Not as interesting as your naked body." I said squeezing her large breasts.

"I've only been back for the dead for a few weeks but you've been so…accommodating…ha~" she moaned as I flicked my tongue over her hard nipples.

"It's not my fault you're so sexy." I whispered as I slid a finger inside her.

"Oh~" Ur moaned as I rubbed her folds and clit.

I heard a slam behind us.

"Even my mother has fallen to your charms." Ultear said "I'm not surprised."

I felt Ultear's breasts press against my back as she kissed my neck.

"I never imagined my daughter would be enthralled with the same woman with me."

The two kissed at my neck while I fingered Ur. I heard her start moaning as her walls tightened. I pulled back and quickly inserted myself into the older woman's pussy.

"Oh Lucy!" she moaned as I drove into her.

Ultear went next to her mother and started sucking on her pink nipples.

"Oh Ultear~"

I pulled Ultear over as she sucked from her mother's large tits. I dug my head into her crotch and started licking at her dripping pussy.

"Mmmmm." She groaned.

I grunted as I plowed into Ultear more and more while aggressively eating out Ultear.

"Ah…ah…ah…Lucy I'm….I'M CUMMING~!" Ur moaned as her walls tightened.

"UR!" I yelled out as I filled her walls with my sticky cum.

Ultear let her mother's breast out of her mouth with a loud pop "My turn."

I pushed Ultear over and pushed her legs up by her head before shoving my dick into her.

"Oh fuck!" she screamed as I drove into her like an animal.

I shivered as I felt Ur take a long lick of my snatch.

"Fuck yes." I said batting my lip.

I kept slamming into Ultear while her mother ate me out. I never imagined I'd be having sex with a mother and a daughter at the same time. I mean Michelle calls me her Big Sister but that's different. I have sisters in Mira and Lisanna but never a mother Daughter combo.

"Here it comes Ultear!"

"HAAAA!" she moaned as she reached her climax.

I pulled out and covered Ultear's stomach in my warm semen.

"My little girl is so sexy." Ur said as she licked some of the come off Ultear's body.

Ultear kissed her mother and a trail of cum connected their lips as they pulled away.

"Care to share some more mothers?" Ultear asked.

"What do you have in mind?" the older woman asked.

The two pushed me down and wrapped their massive pillow like breasts around my hard rod.

"Oh yeah." I smirked "Those four big titties just for me."

The four large milky breasts mashed together as my thick cock was smushed beneath them.

"Oh boy." I said "It's already here! HHHAAAHHHH!

I blew a massive load that covered the two faces in cum. The family kissed the cum off each other before going back to me.

"We've got a long night ahead of us." Ultear whispered in my one ear.

"This will be the greatest thing you've ever experienced." Ur added

"Come here." I said "Let's make a generation sandwich."

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you want to see next time!**

**Next Chapter Hint- Lucy's family gets bigger.**

**Till Next Time!**


	54. Chapter 44: Babies!

_Italics indicate thinking._

* * *

><p><strong>Lucy's POV<strong>

"I'm pregnant."

I let out a sigh and hugged Cana.

"You don't sound too thrilled." She said sounding down.

"Of course I'm happy." I said "Just unexpected is all."

_I've already got two on the way a third wasn't really planned._

"No more drinking understand." I said looking at her.

"I haven't had any in over a week now." She said.

"Is that how long you've known."

"Yeah…I was just nervous to tell you." Cana said.

I kissed Cana "You didn't need to be…I love you Cana."

"I love you to Lucy."

I smiled at Cana and told her I'd be here to take care of anything she needed.

_I wonder how I'm gonna explain this one…what will Gildarts say! I'm dead I'm a dead Lucy!_

"What's with that look on your face?" Aquarius asked sitting at the table.

"Huh? Oh it's nothing." I said getting a water bottle out of the fridge.

Aquarius was about six months pregnant now. She had swelled up like a balloon. Her chest was bigger and her stomach was round and full of baby. Her legs were thick to. All around, she had gained a decent amount of weight.

I thought about Flare. She was about five months in to her pregnancy. She was getting rounder but not too much. At least her breasts weren't getting any bigger.

I sat down and looked at the pregnant spirit.

"How are you feeling?" I asked.

"I feel bloated and my back hurts." She said "Why did you do this to me?"

"You won't be saying that when the baby comes." I smiled "Have you thought of any names?"

"No hadn't really be concerned with it." She said putting a hand on her swollen belly.

"Well I'm sure well think of something."

Aquarius creeped her hand over and I put mine on top of hers.

"I love you Aquarius." I smiled "I always will."

She blushed and looked away.

I squeezed her hand "Are you nervous?"

"Of course I am." She mumbled "I'm gonna be a mom…I'm not ready for that."

I kissed her cheek "You'll be great."

I felt Aquarius hand brush against my crotch.

"Hey girl." The spirit said "You wanna…?"

"No." I shook my head "You too far in for sex."

"Come on." She whined.

"No." I held strong.

"Well what about…"

Aquarius slid her hand down my shorts and grabbed my dick.

"Ha~" I gasped.

"A quick handy won't hurt."

I groaned and leaned back in the chair "I guess this is okay."

I leaned back and moaned slightly as Aquarius expertly moved her hand over my dick.

"Your rock hard brat." She mumbled "Do I turn you on like this. A big fat bloated pregnant woman?"

I watched her engorged breasts jiggle around as she jacked me off.

"Your…breasts…so sexy." I mumbled.

I threw my head back and relaxed as Aquarius went to town on my cock.

"These things are getting bigger." She said "I can feel the milk sloshing around inside. All that warm milk for our baby. Does that turn you on? Knowing my breasts are full of milk?"

I let out a hiss "Yeah…that's sexy."

Aquarius moved her hand faster. I realized we were in the kitchen and I hoped no one walked in and saw us like this.

"Aquarius I'm…I'm gonna."

"Cum all over my hand brat…destroy those panties."

"Hungggg!" I bit my lip and groaned as I started cumming.

I filled my shorts and panties with sticky cum. Aquarius pulled her hand out and it was covered in cum.

"Clean it." She commanded.

"Only cause your pregnant." I said licking one of her fingers.

I cleaned my cum off her hand and kissed her.

"Whelp…ugh my back" Aquarius said straining to get out of the chair "I'm going to take a nap."

Aquarius waddled off and I went to go change my pants

* * *

><p><strong>Three Months Later.<strong>

My life has been pretty calm these last few months. No new people to have sex with. Hisui and the knights still won't leave, same for Meredy and Ultear. Ur is adjusting well, she stays around the house a lot but sometimes you can find her around town or at the guild.

The girls are all good. Cana has started showing now that she's about three months in. Flare has a swollen belly and she's due in about three or four weeks, and Aquarius in due any day now. We're just waiting for her to pop that kid out.

I was just sitting around reading when I heard it.

"AHH!"

_Aquarius!_

I went into the kitchen and saw Aquarius gripping the counter.

"Grrrr….Fuck." she groaned.

"What's wrong." I asked.

"It's…it's time!" she gasped "It's coming!"

"Oh…oh God!" I said "What'd we do! What'd we do?!"

"Relax!" She yelled before groaning and hissing in pain "Just help me to the god damn infirmary at your guild."

"Infirmary right. Virgo!" I yelled out "Get down here!"

The maid came down the stairs "Yes Princess."

"Get her to the guild now." I said "I have to go get the old lady from the forest."

"Yes…come Aquarius."

The two spirits left and I grabbed the communication lacrima and started making calls.

"Erza get everyone to the guild now." I said "It's time."

"You mean…I'll be there soon."

"Have Wendy go get Porlyusica." I said.

"Right."

I hung up on Erza and started gathering things around the house.

"What's with you?" Ur asked.

"Aquarius! Baby!" I yelled out before running out the door.

Ur grabbed me "You need to calm down."

"How can I be calm that baby is coming."

"Lucy I had a baby." Ur said "Everything will be fine, but you need to take a breath."

I took a breath and shuddered "You right."

"Come on I'll walk with you." Ur said.

Ur held my hand as we walked to the guild. I made my way to the back ignoring the eyes of the people in the guild. I got to the infirmary and found that there were very few people inside. Wendy, Virgo, the old lady and Aquarius were the only ones inside.

"Everyone else is to stay outside." Porlyusica commanded.

Ur gave me a kiss "It's going to be fine."

"Yeah." I said putting on a proud face.

I took a seat next to the water spirit and smiled. I held her hand and let Wendy and the old lady get to work. What followed was a lot of screaming.

"My hand…my hand my hand!" I yelped as Aquarius squeezed down on it.

"AHHH! YOU BRAT WHY DID YOU DO THIS TO ME!"

"You're almost there." Wendy said "Just keep pushing."

Aquarius breathed and pushed again and soon enough I could hear the cries coming from between her legs.

Wendy and the old lady did a quick check and handed us the little bundle.

"Congratulations." Wendy smiled "It's a girl."

I looked down at the little baby and had to fight back tears. She looked more like Aquarius with her wispy blue hair but there was no getting passed those brown eyes she was sporting.

"What are we gonna call her?" I asked.

"Aqua." Aquarius said "Aqua Heartfilia."

"I like it." I said kissing her "Hi Aqua."

The others left and gave Aquarius and me some time with the baby. Aqua was adorable. She was part human and part spirit. She was a full female, not like me and Askua.

"Well do you want to let some others in?" I asked "We've had her all to ourselves for a few hours now."

"I guess." Aquarius said looking down at the baby.

There was a knock and Wendy came back in "Umm Lucy, I think you should come out here."

"What is it?" I asked standing up.

"Flare's water broke."

"Huh?" I said "I think I miss heard you. I thought you said Flare's water broke."

"Yeah that's what I said." Wendy repeated "We're bringing her in here now."

Sure enough the door opened and Ur and Erza were helping the red head into the infirmary.

"Two…in one day…" I gasped "My heart can't take it."

I flopped down in my chair and then I felt an arm on my shoulder.

"Go to her."

"Aquarius…"

"I've already brought our child here. She needs you now."

I smiled and gave her a kiss before going to Flare.

"You've grown up so much brat…"

I took a seat next to Flare and did just what I did with Aquarius; I held her hand and cheered words of encouragement.

_Flare's a month early…I hope everything is okay._

"RAHH!" Flare yelled as the baby started coming out.

"You're doing great." I said "Just a little more Flare."

"I'm sorry." Flare panted "It was rude of me to steal Aqua's day like this."

I kissed her "I'm sure she understands."

"AHHHHH!" Flare screamed as she had another contraction.

"Just a little more." Wendy said "Almost there."

Flare pushed again and I heard the cries. I knew that moment, the first cries of my children, were something I'd never forget.

"Everything looks to be fine." Porlyusica said "I guess he was just ready to come out."

"He?" I asked.

"A son."

I looked at the little boy. Like Aqua he had his mother's hair and my eyes.

"We never thought about names." I said.

"How about…Rex." Flare said.

"Rex?"

"It has a nice ring to it." She shrugged.

"No I like it." I smiled "Rex Heartfilia-Corona."

I looked at the two women and smiled. Flare and Aquarius had given birth on the same day, to my daughter Aqua and my son Rex.

I felt some tears run down my cheeks.

"Lucy what's wrong?" Flare asked.

"I'm just…so happy."

I picked up Rex and I held him. I did that for a few minutes before going to hold Aqua.

"One last thing." I said before putting the baby in her crib "I'll be right back."

I went out to the guild. It was late and most people had gone home or fallen asleep at their table. Even Bisca was asleep with Asuka in her lap.

"Sweetie." I said picking up the little girl "Mommy has something to show you."

"Mamma?" my little girl said through sleepy eyes.

"You gotta be quiet everyone's sleeping."

I picked Asuka up and carried her to the infirmary.

"Where are we going?" she asked.

"I have a surprise for you."

I opened the door. Flare and Aquarius had fallen asleep and Aqua and Rex were in little cribs nearby. I carried Asuka over to them.

"Asuka this is your brother and sister." I smiled.

"They're so tiny." Asuka said.

"Yeah they are." I said "This is Aqua and that's Rex."

Asuka looked at them and smiled "I'm Asuka."

"You're their big sister." I said "So you gotta look out for them."

"Sure." Asuka said.

I looked at the three kids. A green hair, a blue hair and a red hair.

_What's it take to get a kid with my blonde locks? Asuka has blonde tips but i want a kid with a full head of golden hair..._

I took a seat on the one empty bed. I had a long day; it didn't take long for me to fall asleep. I held Asuka as I drifted off.

_My family…I love you guys so much. Asuka, Aqua and Rex…Mommy loves you._

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest who you'd like to see in the future.**

**Next Chapter Hint- Two part Side Story. **

**Part 1- Two Sky Mages have a night on the town.**

**Part 2- Punishment time for the Iron Maiden.**

**Till Next Time!**


	55. Side Stories 10 and 11

_Italics indicate thinking._

_**This Chapter contains TWO Side Stories.**_

* * *

><p><strong>Side Story Number 10- Wendy and Chelia's Night on the Town.<strong>

**Takes place during Lucy's trip to Mermaid Heel.**

**Wendy's POV**

Lucy had just left with Erza, Juvia and Millianna. I was left in her house with Carla and the others who lived there.

"What was that about?" I asked "It's not like you to get so upset."

Carla growled "That brown haired harlot…makes my blood boil."

"I'm going to take a bath." I told her "Chelia and I are going out tonight."

"You are?" she asked "How come you didn't invite me?"

"It's a girls night." I told her.

"I'm a girl." Carla countered.

"You have to stay here and hold down the fort." I told her "Besides you wouldn't like where we're going." I said heading into Lucy's master bathroom.

"And where is that?" Carla called out.

"We're going to a club." I told her "Natasha told me about it."

"Isn't that place for adult?" she countered "You two aren't old enough."

"Carla, Carla, Carla." I said taking my clothes off as the bath filled "Don't you know I have my ways."

"Meow." Carla said "Well just be careful. I'll be around the house if you need me."

I slowly stepped into the water and lied down in the tub.

"Oh yeah." I sigh as the aches left my body "Lucy has such a nice bathtub."

I relaxed in the hot water for a while. I washed my hair and cleaned my mature body. Eventually though I had to get out before I shriveled up like a raisin.

I passed the mirror and smiled at the reflection "Well hello sexy."

I struck a pose and went to get changed.

I was digging through Lucy's closet looking for something to wear.

_Being the same size is great; I can just borrow clothes from Lucy. I hope she has a dress that looks good._

I was perusing her clothes when the doorbell rang.

"Must be Chelia." I said.

Still clad in my towel I went to get the door.

"Hello!" she cheered as I opened the door.

"What is that?" I asked looking at the short girl.

"What do you mean?" she asked.

"Why are you young? We're going out tonight you need to grow up." I said walking back to Lucy's room.

"I just didn't feel like walking here with my boobs bouncing around, my clothes are in my bag." She informed.

"Well get changed." I told her dropping my towel and putting on a strapless bra "I wanna get going as soon as possible."

Chelia stripped down and closed her eyes. She groaned as she grew larger and her adult body formed.

"You're loud during your change." I said curling my hair.

"Sorry." She said "Having your nipples invert every time is a little bothersome."

I looked at her large nipples. Her areolas had puffed up and sucked in her nipples.

"Yeah I guess…is it really that painful?" I asked.

"It's not painful so to speak." Chelia shrugged "It feels like someone puts a vacuum on the inside. They just get sucked in."

"Well help me tie this dress." I said "Nice and tight I want my tits practically popping out of this thing."

Chelia finished clasping her bra before coming over to tie my dress for me. I had picked out a strapless purple number.

"You're dressed awfully…provocative." She said.

"Well I plan on getting fucked tonight." I told her.

"What?"

"I'm gonna get a guy to plow me."

"But what about Lucy." Chelia said twiddling her thumbs.

"What about her?" I laughed.

"Aren't you committed to her?" Chelia asked perplexed.

"Look I love Lucy." I said "But she's not here right now and I want sex."

Chelia had a look on her face.

"What's the matter?" I asked tying her white sequined dress.

"It's just…"

Just what?" I said taking out some make up.

"Sherry said you used to be shy…I got that impression to when we first met…but when you're in that body…your so…You act like a deviant."

"That shy girl." I said putting my hands on my hips and twirled around "Is long gone!"

I flicked my hips side to side.

"Since that night with Lucy I became a woman! I bombshell, a knock out, a GODDESS!" I yelled out "I used to be a shy little baby but Lucy, she awakened something inside me. She showed me sex and awakened my inner desire!"

Chelia looked at me "…Sure."

"Put some lipstick on and lets go." I said "I wanna scope out the hunks."

* * *

><p><strong>Chelia's POV<strong>

We had been at this club for a few hours. Wendy had made up some fake I.D's to get us in. I was just sitting at the bar stirring my drink. Wendy was out on the dance floor grinding on some guy. She had her drink in one hand and the other was running over some stranger's leg.

_Wendy…_

It's strange, when Wendy gained her adult form she became more outgoing…I just became shyer.

I looked at my body.

_I've changed so much…this body…is so strange…I feel so right in it…but still so wrong…_

I looked back to the dance floor but I didn't see Wendy.

"Wendy?" I wondered.

_Where did she go…she didn't leave me here did she?_

Two men walked passed in a hurry.

"Dude there's some chick giving head out in the alley."

"It can't be…" I mumbled.

I paid for my drink and headed out to the back. I opened the door into the back alley and I could hear moans.

"Oh wow…you're incredible."

Someone responded with a slurping noise.

"Ugh!" the man groaned and shot his spunk all over this woman.

"Alright." A familiar voice said "Who's next?"

_Wendy! What are you doing? Selling yourself in an alley._

"Hey hot stuff what'll it be?" She said to the next man "50 for a BJ, 100 for a quick fuck and 250 for the ass."

He handed her a fistful of bills and Wendy dropped it into a jar. She turned around and flipped the skirt of her dress up.

"Ass it is." Wendy caught my eye "Chelia."

I was furious. My best friend was in an alley fucking strangers!

"Wendy." I growled.

Wendy walked up and grabbed my shoulders "Why don't you give me a hand."

"No!" I slapped her hand "What is wrong with you!"

Wendy didn't look happy "I'm just making some cash."

"Selling your body!" I yelled "If Lucy knew…"

"Lucy doesn't have to know." Wendy said holding me.

"We're going home." I said shaking her off "And I'm calling Lucy."

"Chelia you can't!" she yelled.

I grabbed the jar of money and gave the last man his money back "Beat it creep."

"Chelia!" Wendy yelled as I pulled her down the street "Let me go! Did you see the size of that dick?!"

I didn't answer. I went back to Lucy's house and locked the door.

"I can't believe you!" she yelled "I thought you were my friend!"

"I am!" I yelled back "That's why I got you out of there. Look at yourself Wendy!"

I placed her in front of the mirror.

"Your hair's a mess, your make up is running and you reek of semen!"

Wendy didn't respond, she only looked away from the mirror.

"Wendy I'm worried about you." I said hugging her "What if one of those men wanted more, or you got pregnant, or god forbid he had a STD. Did you think about that?"

Wendy just clicked her tongue "Tsk!"

"Wendy…this isn't you." I said "You need…help."

"I'm fine." She said flipping her hair into my face.

"Please Wendy…I'm worried."

"I'm…I'm fine."

"Are you really?" I asked "Wendy…It's okay"

I hugged her. I felt her trembling.

"I…I'm so ashamed!" she cried.

"Let it out." I said rubbing her back.

Wendy cried. She cried about how she had changed, she cried about what she had done that night, and she cried about how she had acted.

"This body." She said "It's nothing but a curse. Maybe my life didn't change for the better. I'm just a slut."

"No you're not." I said fixing her hair "You're a beautiful woman…a goddess, my goddess."

"Don't say things like that." Wendy blushed.

"No it's true." I said "That was what I liked about you personality change. You're so outgoing, maybe too much."

We both giggled.

"I'm sorry Chelia…I acted like a jerk tonight."

"I'm sorry to." I hugged her back "Maybe I over reacted."

Wendy raised an eyebrow "Huh?"

"Well you were right, that was a big dick."

"You little bitch!" Wendy slapped my shoulder "Maybe there is a little skank under there."

I licked my lips "Maybe~ she might just need a wakeup call."

Wendy licked her lips to "I think maybe we both could use a wakeup call. How about I agree to rein it in a little if you agree to come out of that shell?"

I pulled the strings on her dress "That sounds like a plan."

Wendy leaned in and kissed me, and I kissed back. She reached up and started to take my dress off while I did the same to her. Soon the two of us were naked and rubbing up against each other.

"Oh Wendy." I mumbled as she kissed my neck.

"You're so adorable Chelia." She said squeezing my breasts, I gasped as she pushed a finger into my nipple.

Wendy played with my nipples for a while; I knew what she was trying to do.

"Why won't they come out." She whined.

"They're shy." I giggled lifting my heavy breasts up.

Wendy leaned in and started sucking on them. I felt her tongue slid in and start probing around inside my nipple.

"Oh Wendy! It's inside!" I gasped.

Wendy didn't say anything as she swirled her tongue around inside my nipple.

I felt a twitching and saw that the left one was starting to come out and get erect. I could feel the right one doing the same. Wendy kept sucking and nibbling at my nipples as soon I felt a familiar tingle.

"AHHHH!" I screamed as my body shook with an orgasm.

I laid on the bed panting trying to catch my breath.

"Cumming just from having your nipples played with. You little whore." Wendy said rubbing my legs.

"They're sensitive." I pouted.

Wendy climbed over me and put her crotch in my face. I leaned up and gave her folds a nice lick. Wendy let out a moan before doing the same to me. The two of us laid there eating each other out. I could feel Wendy's breasts pressed against my waist and her waist against my breasts. Wendy and I are about the same size in adult for so we fit together well.

I could feel Wendy's tongue rolling over my warmth. She was incredible; I don't know how she was so experienced. I kept probing my tongue into Wendy's vagina. She tasted sweet.

"Ha…Ha…Chelia your tongue is incredible." Wendy panted.

"Yours to." I said squirming "How are you so good."

"Cana is a great teacher." Wendy said "AH! I'm gonna…"

"Me to. Cum with me Wendy."

We aggressively licked at each other before we both shivered.

"WENDY!"

"CHELIA!"

Juices poured out of me. Wendy's pussy covered my face in her juices as well. The two of us laid back and caught our breath.

"That was…amazing." Wendy said.

"It was." I panted "But…something was missing."

Wendy looked at me perplexed before smirking.

"We really could have used a dick." I giggled.

Wendy rolled around, giggling and kissing me.

"Let's go out clubbing again tomorrow." She said.

"Sounds like a blast." I smiled.

* * *

><p><strong>Side Story Number 11- Gabby's Crumbling Resolve.<strong>

**Takes Place during the days following Ur's Revival.**

**Gabby's POV**

_Ugh my head._

I was lying in bed. Something felt heavy on my chest. I opened my eyes and groaned.

"Son of a bitch."

I had changed into a chick again in my sleep.

I strained to try and change back but it wasn't working. After a few minutes I managed to turn back into a man.

"Why can Salamander change with no problem but I always have trouble?" I grumbled.

I threw some clothes on and went downstairs. I had barely ate breakfast when there was a knock.

"Good Morning Gajeel-Kun!" Juvia cheered.

I slammed the door in her face. I didn't deter her; she just changed into water and slid under the door.

"How rude!" she yelled.

"What do you want?" I growled.

"Here!" she handed me a letter.

"What?"

I ripped it open.

* * *

><p><em>Dear GajeelGabby_

_You're a naughty girl. How dare you cum so quickly._

_Well you'll need to be punished. _

_You need girl clothes anyway. Juvia is going to take you out shopping today. She might do some other things after. Don't be mean and follow the rules my Iron Maiden._

_Love_

_Your Mistress, Lucy._

* * *

><p>"No." I said throwing the letter back at the rain woman.<p>

Juvia walked back up to me "You don't have an option."

"Huh?"

Her hair flared up and water revolved around her "Are you disobeying Lucy-Sama?!"

"She not my boss!" I snapped back.

I got blow back by a torrent of water "I guess I will had to force you."

Juvia pulled out a photo of me, as a girl, in bed with Lucy, Salamander, and the Princess.

"Where did you get that?" I asked.

"If you do not come Juvia will not only give the picture out all of Lucy's girls, she will also make you put on this ring." She fiddled with the jewelry.

"What can that do?"

Juvia grabbed my finger and forced the ring on it. When I went to pull it off it was stuck. I felt it let out a pulse. My body changed and I fell forward from the weight on my chest.

"Lucy had the princess make that. It can force you into you're female form, Gabby-Chan. I know the spell to get it off but I will only tell you if you follow the rules today."

"Fine." I said standing up.

There was a huge tear in the front of my shirt; my huge tits were almost spilling out.

"Juvia thinks we should go bra shopping first." She said "You are quite well endowed."

I just grumbled "Let's just go."

* * *

><p>"Squeeze!" Juvia yelled from behind me.<p>

"I'm trying!" I snapped.

We were attempting to try and get my massive chest into a bra. We figured out I was an H-cup but even with the proper size it was really hard to get it to clamp.

"Suck it in!" Juvia yelled.

"I am!" I yelled back "They're just too fricken big!"

Juvia struggled and pulled at the band "I…I…got it!" she yelled.

"Ha!" I sighed letting a breath out.

The bra was just a simple black thing. It fit but it had been a struggle to get on.

"It seems to fit." Juvia said "How does it feel?"

"Well I don't feel like I'm gonna fall forward just from taking a step." I said.

"Here." Juvia said.

She put her hand down into the cups and adjusted my breasts "Now they look nice and plump. Although in the future I have no idea how you'll put a bra on yourself…"

"I won't need to in the future." I grumbled "I have no intention of being a short chick. I'm a man you hear me!"

Juvia was squirming, and acting odd.

"Let's just go." I said "You had other stores you wanted to go to. I wanna get this over with."

"Oh yes." She said "Lucy-Sama has a big day planned for you."

"Why are you calling her Lucy-Sama?" I asked.

"Cause Lucy-Sama is Lucy-Sama." She responded like it was nothing.

"Wow great answer." I mumbled.

Juvia pulled me into various stores. She made me buy all kinds of girly clothes. A skirt reveling shirts and…ugh a dress.

"It is most difficult to find clothes to fit you Gabby-Chan." Juvia said "Your chest is so large."

"Yeah it's fucking fantastic." I mumbled.

"Do you…enjoy your body?" Juvia asked as I tried on some shorts.

"Huh?"

"Does Gabby-Chan like being a girl?"

"No." I quickly spat out.

As soon as I said that something inside me felt off. My head was saying I hated this. I looked in the mirror to check out the shorts.

_I don't look half bad…my head says no…but my heart is saying yes._

"It's okay if you like it." Juvia smiled "Juvia won't judge."

"Let's go." I grumbled.

_What the hell's wrong with me…I'm liking this….No it must be this damn ring…_

"We have one last store to visit." Juvia said as I followed her to the next shop "The costume store!"

"Aw hell no!" I yelled.

"It is Lucy-Sama's command." She said looking like a demon "Do you wish to disobey her?!"

_Juvia's scary!_

"N…no ma'am."

"Very good." She patted me on the head.

Juvia pulled me in there and made me try on a ton of costumes, half of which couldn't even contain my breasts.

"You have the largest breast Juvia has ever seen." She said poking them.

We were in the dressing room and I was attempting to take off some kind of sexy cop outfit.

"Thanks I guess." I mumbled.

"Gabby-Chan~" Juvia cooed.

"What?" I asked turning around "WHA!"

When I had turned around Juvia had grabbed my bare chest and pinched my pierced nipples.

"WH…what are you doing?" I panted.

"Lucy-Sama's final task…she would like the two of us to…bond in this room."

Juvia shoved a hand down my panties and rubbed it over the piecing in my clitoris.

"HA!" I squirmed around.

"You're so sexy Gabby-Chan." Juvia whispered as she licked my neck.

"J…Juvia stop." I panted as she stuck a finger inside me.

Juvia had me pressed against the wall. I was so short to properly fight back, and it didn't help magic is difficult to use in this body.

Juvia had a few fingers up my hole and was trying to kiss me.

"Don't fight." Juvia said "Just enjoy it."

Juvia grabbed my lips and forced her tongue into my mouth. She made a point to suck on my tongue piercing. She still hadn't moved her fingers from between my legs and I felt like I was gonna melt.

"OHH~"I groaned as a climax rocked my body.

Juvia brought her fingers up to my face "Taste your own juice."

She pushed her fingers against my lips.

_It smells…good._

I opened my mouth and took a finger inside. I tasted pretty good. I licked Juvia's hand clean.

"Maybe…maybe this ain't so bad." I mumbled.

Juvia got on all fours and told me to eat her out.

I put my head between her cheeks and got to work. She was really wet. Juvia tasted a lot like sugar water. I licked up and down her pussy with my studded tongue making her shiver.

"Ga…Gabby-Chan~" Juvia moaned "Your tongue is incredible."

Juvia was rocking her body back and forth as I had my head between her ass cheeks. I had never realized Juvia was so soft below her waist. I felt like her ass was gonna swallow me up. I flicked my tongue over her butthole a few times and Juvia started moaning more.

"Juvia…Juvia is going to…HAA!" she gasped as her pussy exploded in a flood of juices.

Juvia pulled herself off the floor and went over to her bag. When her hands came out she was holding one of those two sided dildos.

"Wait." I begged "I don't know about that."

"Angel lent this to me." Juvia said caressing it "Let us bond."

"Ju…Juvia slow down." I said flailing my hands around and making my boobs jiggle.

Juvia pushed me to the floor and slid the rubber rod inside me.

"OHHH~" I moaned.

Juvia pushed the other end inside her and started rocking us back and forth. This rubber thing was sliding in and out of me, and it felt so good.

_Sex as a woman…is so good._

I started moving my hips to meet Juvia's. We were bucking up against each other, trying to keep our moans down to avoid alerting people outside the dressing room.

"Gabby-Chan." Juvia moaned "You make Juvia feel so good."

"Fuck." I bit my lip "This is incredible."

We rocked into each other a few more times. This dildo was stimulating me so much I felt like I was gonna pop.

"Juvia…I'm gonna."

"Juvia is to…Cum with Juvia."

We both moved a few more times before letting out loud moans.

"OHH JUVIA!" I screamed.

"GABBY!" she added as her juices sprayed everywhere.

The two of us got all cleaned up and went back home.

"You can take off that ring now if you'd like." Juvia said "Your day is done."

I was gonna pull it off and go change back, but the feeling of my hips swaying and my breasts bouncing as I walked…

"I think…I'll stay like this a little longer." I smiled up at her.

Juvia smiled at me.

"Juvia is going to Lucy-Sama's house…Lucy-Sama has many commands to give Juvia…Juvia is her pet."

_Pet…just thinking about it makes me all tingly._

I tapped Juvia's shoulder and looked down at the dirt "You think Lucy be interested in two pets?"

Juvia just smirked "I believe you mean Lucy-Sama."

_Lucy…Sama…_

I ran my studded tongue over my lips "Yeah…"

_Maybe this ain't so bad…_

* * *

><p><strong>AN<strong>

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**I decided to have Juvia refer to Gabby with Honorifics. I try not to make a habit of using them as this is a story written in English but I felt like that worked here.**

**Suggest who you want to see in the future. Also since in the last chapter we found out Cana was pregnant suggest a name for her child. Right now I'm thinking about naming it after Cana's mom but I'll take suggestions.**

**Next Chapter Hint- Part Two of Kagura's AU side story.**

**Till Next Time!**


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